Entry into a Material Definitive Agreement.
As reported by Pyxus International, Inc. (the “Company”) in its Form 8-K filed on June 7, 2022 (the “Initial Form 8-K”), which is incorporated herein by reference, on June 2, 2022, Intabex Netherlands B.V. (“Intabex”), an indirect wholly owned subsidiary of the Company, entered into an Amendment and Restatement Agreement (the “Amendment and Restatement Agreement”), dated as of June 2, 2022, by and among (i) Intabex, as borrower, (ii) the Company and certain subsidiaries of the Company party thereto, as guarantors, (iii) the lenders party thereto, which includes certain funds managed by Glendon Capital Management LP, Monarch Alternative Capital LP, and Owl Creek Asset Management, L.P., as lenders (collectively, the “Restatement Lenders”), and (iv) Alter Domus (US) LLC, as administrative agent and collateral agent (the “Agent”). The Amendment and Restatement Agreement provides for the amendment and restatement of the Term Loan Credit Agreement, dated as of April 23, 2021, by and among (i) Intabex, as borrower, (ii) certain of the Guarantors, (iii) the lenders party thereto, and (iv) the Agent, as amended by the First Amendment thereto, dated May 21, 2021 (the “Initial Credit Agreement”).
On July 28, 2022, the conditions to effectiveness specified in the Amendment and Restatement Agreement were satisfied and, accordingly, as provided in the Amendment and Restatement Agreement on that date the Initial Credit Agreement was amended and restated to be the Amended and Restated Credit Agreement (the “Amended Credit Agreement”) appended to the Amendment and Restatement Agreement. The Amended Credit Agreement establishes a $100 million term loan credit facility (the “Term Loan Facility”) provided by the Restatement Lenders and their assignees (collectively, the “Term Loan Lenders”) to Intabex. On July 28, 2022, Intabex borrowed the full amount of the Term Loan Facility and used the net proceeds of the loans made thereunder (the “Term Loans”) and other funds to repay in full its obligations under the Initial Credit Agreement, including the outstanding principal of, and accrued and unpaid interest on, borrowings under the Initial Credit Agreement, and the payment of fees and expenses incurred in connection with repaying such borrowings and entering into the Amended Credit Agreement.
The description of the Amendment and Restatement Agreement, the Amended Credit Agreement, the Term Loan Facility and the Term Loans set forth herein is qualified in its entirety by reference to the text of the Amendment and Restatement Agreement, which was filed as Exhibit 10.1 to the Initial Form 8-K and is incorporated by reference herein.