UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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| Item 1.01. | Entry into a Definitive Material Agreement. |
Effective December 9, 2021, Darling Ingredients Inc., a Delaware corporation (the “Company”), and certain of its subsidiaries entered into an amendment (the “Seventh Amendment”) with its lenders to the Second Amended and Restated Credit Agreement, dated as of January 6, 2014 (as amended, the “Credit Agreement”), among the Company, as parent borrower, the other subsidiary borrowers party thereto, the subsidiary guarantors, JPMorgan Chase Bank, N.A., as administrative agent, the lending institutions party thereto and the other agents party thereto. Capitalized terms used but not otherwise defined herein have the meanings ascribed in the Credit Agreement.
Among other things, the Seventh Amendment (a) increases the maximum aggregate principal amount of the Revolving Facility from US $1.0 billion to US $1.5 billion, under which Loans will or will continue to be made, as applicable, in United States dollars or Alternative Currencies, to the Company and certain of the Company’s subsidiaries as borrowers under the Credit Agreement, (b) extends the stated maturity date of the Revolving Facility for a term of 5 years, (c) obtains a delayed draw term loan commitment, and incurs new term loans pursuant thereto, in an aggregate principal amount of up to $400 million, which will be made available to the Company and have a term of 5 years, (d) joins Darling Ingredients Germany Holding GmbH and Darling Ingredients Belgium Holding B.V., each of which are indirect subsidiaries of the Company, and Guarantors under the Credit Agreement, as “Borrowers” under the Credit Agreement and (d) updates and modifies certain other terms and provisions of the Credit Agreement, including to reflect alternative reference rates based on the secured overnight financing rate for US dollar loans, the sterling overnight index average for pound sterling loans and the euro interbank offered rate for euro dollar loans.
The summary set forth above is not intended to be complete and is qualified in its entirety by reference to the full text of the Seventh Amendment attached hereto as Exhibit 10.1. A copy of the press release announcing the amendment is filed as 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
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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 hereunto duly authorized.
| DARLING INGREDIENTS INC. | ||||||
| Date: December 13, 2021 | By: | /s/ John F. Sterling | ||||
| John F. Sterling | ||||||
| Executive Vice President, | ||||||
| General Counsel | ||||||
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