UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 1.01. | Entry into a Material Definitive Agreement. |
On November 2, 2020, Campbell Soup Company (the “Company”) entered into a Three-Year Credit Agreement with JPMorgan Chase Bank, N.A. (“JPMorgan”), as administrative agent, and the other lenders named therein (the “Credit Agreement”). Subject to the terms and conditions set forth in the Credit Agreement, the lenders have provided the Company with an unsecured, senior revolving credit facility in an aggregate principal amount equal to $1.85 billion, which shall have a maturity date of November 2, 2023 or such later date as extended pursuant to the terms set forth in the Credit Agreement. The Company may increase the credit facility commitments up to an additional $500 million, subject to the satisfaction of certain conditions. Loans under the Credit Agreement will bear interest at the rates specified in the Credit Agreement, which vary based on the type of loan and certain other conditions. The Credit Agreement contains customary covenants, including a financial covenant with respect to a minimum consolidated interest coverage ratio of consolidated adjusted EBITDA to consolidated interest expense of not less than 3.25:1.00, and customary events of default for credit facilities of this type.
The proceeds of the loans under the Credit Agreement may be used for working capital and other general corporate purposes.
The Company and its subsidiaries have relationships with some of the lenders where they provide commercial banking, investment banking, underwriting, trust and other financial advisory services for which they have received (or will receive) customary fees and expenses.
The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Credit Agreement, which is attached as Exhibit 10 and incorporated herein by reference.
Item 1.02. | Termination of a Material Definitive Agreement. |
On November 2, 2020, the Company terminated its Five-Year Credit Agreement, dated December 9, 2016, among the Company, certain of its subsidiaries from time to time party thereto, JPMorgan, as administrative agent, and the other lenders named therein, which established an unsecured, senior revolving credit facility in the aggregate principal amount equal to $1.85 billion (the “Old Credit Agreement”). The Old Credit Agreement was terminated in connection with the entry into the Credit Agreement described in Item 1.01 above.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
10 | Three-Year Credit Agreement, dated November 2, 2020, by and among Campbell Soup Company, the Eligible Subsidiaries party thereto from time to time, JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders named therein. | |
104 | The cover page from this Current Report on Form 8-K formatted in Inline XBRL. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CAMPBELL SOUP COMPANY | ||
By: | /s/ Mick Beekhuizen | |
Mick Beekhuizen | ||
Executive Vice President and Chief Financial Officer |
Date: November 2, 2020