How much capacity does the revolving credit facility now provide?

The principal amount committed under the credit agreement increased from $1,250,000,000 to $1,350,000,000 under the Amended Credit Agreement.

When do amounts outstanding under the facility come due?

Amounts outstanding are repayable in 2029, and the maturity can be extended for two additional years at the Company's request made on or before April 30, 2028.

What financial covenants must the Company maintain?

The Company must keep net funded indebtedness to Consolidated EBITDA at 3.5 to 1.0 or less, which may rise to 4.0 to 1.0 for four consecutive quarters following an acquisition with total consideration above $250,000,000. It must also maintain an interest coverage ratio of 3.0 to 1.0 or greater.

Is the facility secured, and what events could trigger a default?

The facility is unsecured, and the Company guarantees borrowings and specified obligations of each subsidiary borrower. Events of default include non-payment, covenant breaches, incorrect representations, cross-default, insolvency, inability to pay debts, attachment, judgments, ERISA events, and change of control.

MTD 8-K: Material Agreements & Financial Events

01—Abstract

Summary

Summary of the 8-K filed June 4, 2024. Cited figures are marked; the original filing is the authoritative source.

Mettler-Toledo International Inc. filed this Form 8-K to report that on May 30, 2024, the Company and certain of its subsidiaries (the Borrowers) entered into Amendment No. 7 to their credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto.

The amendment modifies a revolving credit facility, increasing the principal amount committed from $1.25 billion to $1.35 billion^a, extending the maturity to 2029 (extendable by two additional years at the Company's request made on or before April 30, 2028), and removing one existing subsidiary as a Revolving Borrower and Swingline Borrower. The amended facility is unsecured, with the Company guaranteeing borrowings and other specified obligations of each subsidiary borrower. Borrowings bear interest at SOFR plus a 10 basis point credit spread adjustment plus a margin of 0.875% to 1.15% based on the consolidated net leverage ratio; the margin is currently set at 0.975% until the administrative agent receives quarterly financial statements for the fiscal quarter ending September 30, 2024.

The amendment also replaces the Canadian Dollar Offered Rate with the Canadian Overnight Repo Rate Average Rate for Canadian Dollar loans and updates other provisions. The Amended Credit Agreement requires a net funded indebtedness to Consolidated EBITDA ratio of 3.5 to 1.0 or less (temporarily up to 4.0 to 1.0 for four quarters following an acquisition with total consideration above $250 million^b) and an interest coverage ratio of 3.0 to 1.0 or greater. Customary affirmative and negative covenants apply, including limits on liens and subsidiary-level debt, along with standard events of default such as non-payment, covenant breaches, cross-default, insolvency, judgments, ERISA events, and change of control.

02—Key points

Key Highlights

Credit agreement amendment (Amendment No. 7) dated May 30, 2024 with JPMorgan Chase Bank, N.A. as administrative agent
Committed revolving facility increased from $1.25 billion to $1.35 billion
Maturity extended to 2029, with a possible two-year extension at the Company's request made on or before April 30, 2028
Pricing set at SOFR plus 10 basis point credit spread adjustment plus a margin of 0.875% to 1.15% based on net leverage; current margin 0.975%
Financial covenants: net funded indebtedness to Consolidated EBITDA of 3.5 to 1.0 or less (up to 4.0 to 1.0 after acquisitions over $250 million) and interest coverage of 3.0 to 1.0 or greater
Facility is unsecured, with the Company guaranteeing subsidiary borrower obligations
One existing subsidiary removed as a Revolving Borrower and Swingline Borrower

03—Questions

Frequently Asked Questions

How much capacity does the revolving credit facility now provide?
The principal amount committed under the credit agreement increased from $1,250,000,000 to $1,350,000,000 under the Amended Credit Agreement.
When do amounts outstanding under the facility come due?
Amounts outstanding are repayable in 2029, and the maturity can be extended for two additional years at the Company's request made on or before April 30, 2028.
What interest rate applies to borrowings?
Borrowings bear interest at SOFR plus a 10 basis point credit spread adjustment plus a margin of 0.875% to 1.15% depending on the consolidated net leverage ratio. The margin is currently 0.975% until the administrative agent receives quarterly financial statements for the fiscal quarter ending September 30, 2024, after which it reverts to the pricing grid margin. Facility fees also depend on the net leverage ratio.
What financial covenants must the Company maintain?
The Company must keep net funded indebtedness to Consolidated EBITDA at 3.5 to 1.0 or less, which may rise to 4.0 to 1.0 for four consecutive quarters following an acquisition with total consideration above $250,000,000. It must also maintain an interest coverage ratio of 3.0 to 1.0 or greater.
Is the facility secured, and what events could trigger a default?
The facility is unsecured, and the Company guarantees borrowings and specified obligations of each subsidiary borrower. Events of default include non-payment, covenant breaches, incorrect representations, cross-default, insolvency, inability to pay debts, attachment, judgments, ERISA events, and change of control.

04—Continue

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