UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
On December 1, 2022, PotlatchDeltic Corporation (the “Company”) and its wholly owned subsidiaries, PotlatchDeltic Forest Holdings, Inc. and PotlatchDeltic Land & Lumber, LLC (collectively, the “Borrowers”), entered into an Eighth Amendment to Second Amended and Restated Term Loan Agreement (the “Amendment”) with the Guarantors party thereto, the Lenders party thereto, the Voting Participants party thereto and Northwest Farm Credit Services, PCA, as Administrative Agent (the “Administrative Agent”), amending the Second Amended and Restated Term Loan Agreement dated as of March 22, 2018 among the Borrowers, the Guarantors from time to time party thereto, the Lenders from time to time party thereto and the Administrative Agent. Capitalized terms used and not otherwise defined herein have the meanings set forth in the Amendment.
Pursuant to the Amendment, the Lenders provided a Term Loan S to the Borrowers in the principal amount of $40 million, maturing on November 1, 2032, and bearing interest at a rate equal to the 1-month term Secured Overnight Financing Rate (“SOFR”) plus 2.30% per annum. Term Loan S replaced the Borrowers’ Term Loan F. In addition, the Amendment provides for the conversion of the London Inter-Bank Offered Rate (“LIBOR”) to a SOFR-denominated rate under all of the Company’s outstanding LIBOR-denominated term loans (i.e., Term Loans I, K, L, M, N, O and P) in the aggregate principal amount of $403.5 million with maturities between 2026 and 2031 under the Term Loan Agreement.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number |
Description | |
| 10.1 | Eighth Amendment to Second Amended and Restated Term Loan Agreement dated as of December 1, 2022 among PotlatchDeltic Corporation and its wholly owned subsidiaries, as borrowers, the guarantors party thereto, the lenders party thereto, the voting participants party thereto and Northwest Farm Credit Services, PCA, as administrative agent | |
| 104 | Cover Page interactive data file (Embedded within the Inline XBRL document) | |
SIGNATURES
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 thereunto duly authorized.
| PotlatchDeltic Corporation | ||||||
| Date: December 1, 2022 | By: | /s/ Michele L. Tyler | ||||
| Michele L. Tyler | ||||||
| Vice President, General Counsel and Corporate Secretary | ||||||