Regal Rexnord amends $500M note agreement to permit Altra merger; adjusts covenants

REGAL REXNORD CORP

First Amendment to Note Purchase Agreement for $500M 3.90% senior notes due April 7, 2032.
Permits the proposed merger with Altra Industrial Motion Corp.; modifies financial covenants.
Maximum leverage ratio increases to 4.875x post-merger, stepping down to 3.75x over time; minimum interest coverage ratio dips to 2.75x then returns to 3.00x.
Adds 1.25% per annum fee on notes if non-investment grade and a 2.50% maintenance fee upon merger close; imposes limits on acquisitions and share buybacks.
Bridge Facility commitments reduced dollar-for-dollar by outstanding notes; Company paid 0.05% consent fee to noteholders.

item 1.01 item 2.03 item 3.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

REGAL REXNORD CORP amended First Amendment with certain holders of the Company's Senior Notes (effective 2022-12-21).

Action: amendment
Agreement: notes offering
Counterparty: certain holders of the Company's Senior Notes
Effective: 2022-12-21

Exact text from the filing

On December 21, 2022, Regal Rexnord Corporation (the “Company”) entered into an amendment (the “First Amendment”) with certain holders of the Company’s Senior Notes (as defined below) to the Note Purchase Agreement, dated as of April 7, 2022 (as amended, the “Note Purchase Agreement”) pursuant to which the Company has previously issued $500,000,000 aggregate principal amount of 3.90% senior notes due April 7, 2032 (the “Senior Notes”) to certain institutional accredited investors, in an offering exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).

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Source: SEC EDGAR

accession 0001104659-22-129878

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