Item 1.01 Entry into a Material Definitive Agreement.
Ferrellgas, L.P. (the “Company”) previously entered into the Credit Agreement dated as of March 30, 2021, as thereby amended from time to time (as amended, the “Credit Agreement”), among the Company, Ferrellgas, Inc., the general partner of the Company (the “General Partner”), the subsidiaries of the Company party thereto as guarantors (the “Subsidiary Guarantors”), JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (the “Agent”), and the lenders and issuing lenders party thereto from time to time.
On December 5, 2024, the Company entered into the Fifth Amendment to Credit Agreement (the “Fifth Amendment”) among the Company, the General Partner, the Subsidiary Guarantors party thereto, the Agent and certain lenders and issuing lenders party thereto. Pursuant to the Fifth Amendment, the revolving commitments of the continuing lenders party to the Fifth Amendment are extended from the earlier of (i) March 30, 2025 to December 31, 2025, and (ii) the date that is 91 days prior to the maturity date (as may be extended) of the 5.375% Senior Notes due April 1, 2026 (the “2026 Notes”) (to the extent any such notes are outstanding as of such date).
In addition, the Fifth Amendment includes modifications to the applicable margin with respect to base rate loans and benchmark loans, the calculation of consolidated total debt and consolidated total secured debt, restrictions on permitted indebtedness, the use of proceeds and restricted payment provisions, and the event of default provisions.
The foregoing descriptions of the Fifth Amendment are only summaries and are qualified in their entirety by reference to the Fifth Amendment, a copy of which is filed with this Current Report on Form 8-K as Exhibit 10.1.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
Ferrellgas, L.P. (the “Company”) previously entered into the Credit Agreement dated as of March 30, 2021, as thereby amended from time to time (as amended, the “Credit Agreement”), among the Company, Ferrellgas, Inc., the general partner of the Company (the “General Partner”), the subsidiaries of the Company party thereto as guarantors (the “Subsidiary Guarantors”), JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (the “Agent”), and the lenders and issuing lenders party thereto from time to time.
The information provided under Item 1.01 is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| | | |
| Exhibit No. | | Description |
| 10.1 | | Fifth Amendment to Credit Agreement, dated as of December 5, 2024, among Ferrellgas, L.P., Ferrellgas, Inc., certain subsidiaries of Ferrellgas, L.P., as guarantors, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and certain lenders and issuing lenders party thereto |
| 10.2 | | Exhibit A to the Fifth Amendment to Credit Agreement – Credit Agreement |
# | 10.3 | | Exhibit B to the Fifth Amendment to Credit Agreement – Amended Schedules |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
# Portions of this exhibit (indicated by asterisks) have been redacted in compliance with Regulation S-K Item 601(b)(10)(iv).
