AUTOZONE, INC.

AZO
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AUTOZONE INC : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (form 8-K)

04/07/2020 | 07:18am

Item 1.01. Entry into a Material Definitive Agreement.



The information set forth under Item 2.03 of this Current Report on Form 8-K is
incorporated by reference into this Item 1.01.



AutoZone, Inc. (the "Company") has other commercial relationships with certain
parties to the 364-Day Credit Agreement described in Item 2.03. From time to
time, several of the lenders or their affiliates furnish various banking,
underwriting and other financial services to the Company, for which they receive
customary fees and expenses.



Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an



Off-Balance Sheet Arrangement of a Registrant.




On April 3, 2020, the Company entered into that certain 364-Day Credit Agreement
(the "364-Day Credit Agreement") by and among the Company, as borrower, the
several lenders from time to time party thereto, and U.S. Bank, National
Association
, as administrative agent for the lenders ("U.S. Bank"). The 364-Day
Credit Agreement augments the Company's access to liquidity due to current
macroeconomic conditions and supplements the Company's existing Third Amended
and Restated Credit Agreement, dated as of November 18, 2016, among the Company,
as borrower, the lenders party thereto, and Bank of America, N.A., as
administrative agent to the lenders thereto, as amended by the Master Extension,
New Commitment and Amendment Agreement, dated as of November 18, 2017, which
facility terminates in November 2022.



The 364-Day Credit Agreement provides for loans in the aggregate principal
amount of up to $750.0 million. The 364-Day Credit Agreement will terminate, and
all amounts borrowed under the 364-Day Credit Agreement will be due and payable,
on April 2, 2021.



Revolving loans under the 364-Day Credit Agreement may be base rate loans,
Eurodollar loans, or a combination of both, at the Company's election. Base rate
loans will bear interest at a base rate plus the "Applicable Margin" (as that
term is defined in the 364-Day Credit Agreement), where the base rate is a
fluctuating rate equal to the highest of (a) the Federal funds rate plus 0.5%,
(b) the interest rate publicly announced from time to time by U.S. Bank as its
"prime rate," and (c) the Eurodollar Rate (as that term is defined in the
364-Day Credit Agreement) plus 1.0% (provided in no event will the base rate be
less than zero). Eurodollar loans will bear interest at a rate equal to the
London Interbank Offered Rate or a comparable or successor rate, which rate is
approved by U.S. Bank. Under the 364-Day Credit Agreement, the Applicable Margin
for base rate loans will be between zero and 40.0 basis points based on the
Company's senior unsecured (non-credit enhanced) long term debt rating as
published by Standard & Poor's Financial Services LLC and/or Moody's Investors
Service, Inc.
(the "AutoZone Unsecured Debt Rating"), and the Applicable Margin
for Eurodollar loans will be between 100.0 and 140.0 basis points based on the
AutoZone Unsecured Debt Rating. In addition, facility fees under the 364-Day
Credit Agreement will vary from 25.0 to 35.0 basis points based on the AutoZone
Unsecured Debt Rating. During such periods when the Company borrows 50% or more
of amounts committed under the 364-Day Credit Agreement, utilization fees will
be 25.0 basis points based on the AutoZone Unsecured Debt Rating.



The 364-Day Credit Agreement contains affirmative, negative and financial
covenants (each with customary exceptions), which the Company believes are
customary for an agreement of this type.



The foregoing description of the terms of the 364-Day Credit Agreement is only a
summary and is qualified in its entirety by the full text of the 364-Day Credit
Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.



Item 9.01. Financial Statements and Exhibits.






(d) Exhibits.

Exhibit
No. Description
10.1* 364-Day Credit Agreement, dated April 3, 2020, by and among the
Company, as borrower, the several lenders from time to time party
thereto, and U.S. Bank, National Association., as administrative agent
for the lenders
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)




* Portions of this exhibit have been omitted pursuant to Rule 601(b)(10) of
Regulation S-K.



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