CANTALOUPE, INC. : Entering into a Material Definitive Agreement, Creating a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Registrant Arrangement, Financial Statements and Exhibits (Form 8-K)
Section 1.01 Entering into a Material Definitive Agreement.
The credit agreement provides for a
The Company’s obligations under the Credit Facility are unconditionally guaranteed, jointly and severally, by the Company’s principal direct and indirect wholly-owned national subsidiaries (the “Guarantors”). All obligations of the Company and the Guarantors under the Credit Facility are secured by first ranking security interests over substantially all of the assets of the Company and the Guarantors.
The Credit Agreement includes customary representations, warranties and covenants, as well as acceleration, indemnification and event of default clauses, including, among others, two financial covenants. A financial covenant requires the Company to maintain, at all times, a total debt ratio not exceeding 3.00 to 1.00 on the last day of any fiscal quarter. The other financial covenant is conditional upon the completion of a material acquisition: if a material acquisition occurs, the Company is required to maintain a total leverage ratio not exceeding 4.00 to 1.00 for the next four quarters following the material acquisition.
The foregoing description of the Credit Agreement is qualified in its entirety by reference to the full text of that Agreement, which is attached to this current Report on Form 8-K as Exhibit 10.1 and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01 Financial statements and supporting documents
Part number Ex. Description
10.1 Credit Agreement, by and among the Company, its subsidiaries, and
JPMorgan Chase Bank, N.A., dated March 17, 2022. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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