0001433660-16-000025.txt : 20161025 0001433660-16-000025.hdr.sgml : 20161025 20161024181235 ACCESSION NUMBER: 0001433660-16-000025 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161020 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant FILED AS OF DATE: 20161025 DATE AS OF CHANGE: 20161024 FILER: COMPANY DATA: COMPANY CONFORMED NAME: John Bean Technologies CORP CENTRAL INDEX KEY: 0001433660 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY (NO METALWORKING MACHINERY) [3550] IRS NUMBER: 911650317 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34036 FILM NUMBER: 161948940 BUSINESS ADDRESS: STREET 1: 70 W MADISON STREET 2: SUITE 4400 CITY: CHICAGO STATE: IL ZIP: 60602 BUSINESS PHONE: 312 861-5900 MAIL ADDRESS: STREET 1: 70 W MADISON STREET 2: SUITE 4400 CITY: CHICAGO STATE: IL ZIP: 60602 8-K 1 a8-kthirdamendmenttocredit.htm THIRD AMENDMENT TO CREDIT AGREEMENT Document


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 20, 2016

John Bean Technologies Corporation
(Exact name of registrant as specified in its charter)

Delaware
001-34036
91-1650317
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. Employer
Identification Number)

70 West Madison Street
Chicago, IL 60602
(Address of principal executive offices, including Zip Code)
(312) 861-5900
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)


Check the appropriate box below if the Forms 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
 
☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 




Item 1.01
Entry into a Material Definitive Agreement.

On October 20, 2016, John Bean Technologies Corporation (the “Company”) and John Bean Technologies B.V. as borrowers (the “Borrowers”), the subsidiary guarantors signatory thereto, Wells Fargo Bank, National Association, as administrative agent and incremental Term-1 lender, and the other incremental Term-1 lenders signatory thereto entered into a third amendment (the “Third Amendment”) to the Credit Agreement dated as of February 10, 2015 (the “Credit Agreement”). Pursuant to the terms of the Third Amendment, certain lenders party to the Credit Agreement provided an incremental term loan (the “Incremental Term-1 Loan”) in an aggregate principal amount of $150,000,000 pursuant to the expansion option in the Credit Agreement. As a result, the Company has $100,000,000 of remaining availability under the expansion option to increase commitments or incur additional term loans, subject to lender participation.

The Incremental Term-1 Loan will bear interest on the same terms as the revolving loans under the Credit Agreement, except that (i) with respect to term loan borrowings designated by the Borrowers as “ABR Borrowings,” the Applicable Rate (as defined in the Credit Agreement) will be between 0.15% and 1.0% depending on the Company’s leverage ratio, and (ii) with respect to term loan borrowings designated by the applicable Borrower as “Eurocurrency Borrowings,” the Applicable Rate will be between 1.0% and 2.0% depending on the Company’s leverage ratio.

The Company is required to make mandatory prepayments, subject to certain exceptions, of the Incremental Term-1 Loan with: (i) 100% of the Net Cash Proceeds (as defined in the Third Amendment) of any issuance or other incurrence of indebtedness not otherwise permitted under the Credit Agreement and (ii) 100% of the Net Cash Proceeds of any sale or other disposition of assets pursuant to the general asset sale and sale leaseback transactions baskets in the Credit Agreement, subject to certain exceptions and thresholds. The Company is required to repay the Incremental Term-1 Loan in quarterly principal installments of $1,875,000 beginning on March 31, 2018. The Incremental Term-1 Loan will mature on February 10, 2020.

Except as otherwise specifically amended by the Third Amendment, all of the terms of the Credit Agreement remain the same.

Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

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






SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
 
John Bean Technologies Corporation
 
 
 
 
 
Date: October 24, 2016
 
By:
 
/s/ Megan J. Rattigan
 
 
Name
 
Megan J. Rattigan
 
 
Title
 
Vice President, Controller, and duly authorized officer