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 February 21, 2023 (the “Effective Date”), Ebix, Inc. (the “Company”) and certain of its subsidiaries entered into Amendment No. 13 to Credit Documents (“Amendment No. 13”), relating to its existing (i) Credit Agreement, dated as of August 5, 2014 (as amended from time to time, the “Credit Agreement”), among the Company, as borrower, its subsidiaries party thereto from time to time as guarantors, Regions Bank, as administrative agent and collateral agent, and the lenders party thereto from time to time (the “Lenders”) and (ii) Pledge Agreement, dated as of August 5, 2014 (as amended from time to time), among the Company and its subsidiaries party thereto from time to time as pledgors and Regions Bank, as collateral agent for the secured parties.
Amendment No. 13 provides for, among other things, an extension of the maturity date from February 21, 2023 to May 23, 2023 for both the revolving line of credit (the “Revolver”) and the term loan (the “Term Loan”) each as existing under the Credit Agreement, which was conditioned upon, among other things, the Company (i) making a $5,000,000 prepayment of the Revolver and (ii) paying a customary consent fee.
Amendment No. 13 modifies certain repayment provisions in the Credit Agreement to provide that (i) each repayment of the Revolver shall be accompanied by a corresponding reduction of the aggregate revolving commitments, and amounts repaid on the Revolver will not be available to be reborrowed and (ii) the Company shall be required to make an amortization payment on the Term Loan in an amount of $5,000,000 for the fiscal quarter ending March 31, 2023.
Amendment No. 13 (i) increases the applicable margin for the facilities under the Credit Agreement to (x) 7.00% per annum for SOFR loans and letter of credit fees, (y) 6.00% per annum for base rate loans and (ii) replaces the adjusted LIBOR rate with SOFR and includes a credit spread adjustment of (x) 0.10% for one-month interest periods and (y) 0.15% for three-month interest periods.
Amendment No. 13 also modifies, among other things, certain covenants contained in the Credit Agreement, including with respect to (i) certain additional reporting requirements and (ii) eliminating or decreasing capacity under certain negative covenant baskets. Amendment No. 12 previously modified, among other things, certain covenants contained in the Credit Agreement, including with respect to certain permitted restricted payments and reporting requirements.
The foregoing description of Amendment No. 13 is qualified in its entirety by reference to the full text of Amendment No. 13, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure |
On February 22, 2023, the Company issued a press release (the “Press Release”) announcing the effectiveness of Amendment No. 13 and explaining Amendment No. 13 will result in an approximately 1.00% per annum interest rate increase for the interest period beginning on the Effective Date compared to the interest period ended immediately prior thereto. The Press Release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
The information in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filings.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description | |
| 10.1 | Amendment No. 13 to Credit Documents dated as of February 21, 2023, entered into by and among Ebix, Inc, as Borrower, certain subsidiaries of the Company party thereto, as Guarantors, Regions Bank, as Administrative Agent and Collateral Agent, and the lenders party thereto. | |
| 99.1 | Press Release dated February 22, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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.
| EBIX, INC. | ||||||
| Date: February 22, 2023 | By: | /s/ Charles Harrell | ||||
| Name: | Charles Harrell | |||||
| Title: | General Counsel | |||||