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SELECTED TRANSACTION DETAILS
Bank of America Amends, Restates $715MM in Facilities for Emerald Expositions
Friday, May 26, 2017

Lenders/Participants Bank of America [Administrative Agent]
Structure $150MM Revolver; $565MM Term Loan
Amount $715.000 Million
Borrower(s) Emerald Exposition Holdings, Inc.
Description The amended and restated senior secured credit facilities (the “Senior Secured Credit Facilities”), which were entered into with a syndicate of lenders and Bank of America, N.A., as administrative agent, consist of (i) a seven-year $565.0 million senior secured term loan facility (the “Term Loan Facility”), scheduled to mature on May 22, 2024 and (ii) a $150.0 million senior secured revolving credit facility (the “Revolving Credit Facility”), scheduled to mature on May 23, 2022. The proceeds of the Senior Secured Credit Facilities were used to refinance all existing loans outstanding under EEH’s previous senior secured credit facilities, and to pay costs and expenses in connection with the refinancing. Loans under the Senior Secured Credit Facilities bear interest at a rate equal to, at EEH’s option, either:(a) a base rate equal to the greatest of: (i) the administrative agent’s prime rate; (ii) the federal funds effective rate plus 50 basis points and (iii) one month LIBOR plus 1.00%; in each case plus 2.00%, or (b) LIBOR plus 3.00%; in each case, subject to one step-down of 0.25% upon achievement of a Total First Lien Net Leverage Ratio (as defined in the Senior Secured Credit Facilities) of 2.75 to 1.00 and, with respect to the Revolving Credit Facility only, one additional step-down of 0.25% upon achievement of a Total First Lien Net Leverage Ratio of 2.50 to 1.00. The Revolving Credit Facility is subject to payment of a commitment fee of 0.50% per annum, calculated on the unused portion of the facility, which may be reduced to 0.375% upon achievement of a Total First Lien Net Leverage Ratio of 3.50 to 1.00. Upon the issuance of letters of credit under the Senior Secured Credit Facilities, EEH is required to pay fronting fees, customary issuance and administration fees and a letter of credit fee equal to the then-applicable margin (as determined by reference to LIBOR) for the Revolving Credit Facility.
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