{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-003028","form_type":"8-K","ticker":"MSA","cik":"0000066570","company_name":"MSA Safety Inc","filed_at":"2023-01-06T23:59:59+00:00","discovered_at":"2026-05-14T18:03:47.782317+00:00","generated_at":"2026-06-20T19:04:16.294646+00:00","sec_items":["1.01","2.01","2.03","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"MSA Safety completes sale of MSAC LLC, removes $211M in liabilities, records $207M estimated loss","bullets":["Sold MSAC LLC to Sag Main Holdings (R&Q/Obra JV) on Jan 5, 2023; all Specified Liabilities removed from balance sheet.","Company contributed ~$341M cash/securities; buyer contributed $35M; total cash/securities $376M at closing.","Entered new $250M term loan (maturing May 2026) to refinance debt used for transaction; interest based on SOFR plus spread.","Pro forma shows estimated loss on sale of ~$207M (including write-off of $70M deferred tax assets).","Existing debt agreements (credit, note purchase, master note) amended to reflect the sale."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-003028","json":"https://secwatch.observer/filing/0001193125-23-003028.json","markdown":"https://secwatch.observer/filing/0001193125-23-003028.md","text":"https://secwatch.observer/filing/0001193125-23-003028.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/66570/000119312523003028/0001193125-23-003028-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/66570/000119312523003028/d439186d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-20T19:04:16.294646+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"1438cdd1970842d8004ab56bf3ccb378f83d32d4","claim":"MSA Safety Inc incurred credit facility of up to $250 million with PNC Bank, National Association, as administrative agent and various financial institutions as lenders at based upon either a Base Rate or an Adjusted Term SOFR Rate, plus an adder based maturing May 24, 2026.","evidence_excerpt":"On January 5, 2023, the Company, as borrower, entered into a Credit Agreement dated January 5, 2023 (the “Credit Agreement”) with various Company subsidiaries, as guarantors, various financial institutions, as lenders, and PNC Bank, National Association, as administrative agent. Under the Credit Agreement, the Company may borrow up to $250 million in a single borrowing at any time until and through May 5, 2023, although the Company expects to make the borrowing by the end of January 2023. The borrowing proceeds are expected to be used to repay borrowings under the Existing Credit Agreement (as defined above) that were incurred in connection with the Sale described above under Item 2.01 of this report. The loan will require quarterly principal repayments equal to 2.50% of the original loan balance and a final payment at maturity on May 24, 2026.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/66570/000119312523003028/0001193125-23-003028-index.htm","confidence":0.95,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"credit facility"},{"label":"Principal","value":"up to $250 million"},{"label":"Counterparty","value":"PNC Bank, National Association, as administrative agent and various financial institutions as lenders"},{"label":"Rate","value":"based upon either a Base Rate or an Adjusted Term SOFR Rate, plus an adder based"},{"label":"Maturity","value":"May 24, 2026"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"842ae7de7160a578087857a3e7082ccd0b4250cc","claim":"MSA Safety Inc completed a disposition involving Sag Main Holdings, LLC (closed 2023-01-05).","evidence_excerpt":"Pursuant to the terms of the Purchase Agreement, on January 5, 2023, MSA Worldwide transferred to Buyer all of the issued and outstanding limited liability company interests of MSAC LLC (the “Sale”).","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/66570/000119312523003028/0001193125-23-003028-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"disposition"},{"label":"Counterparty","value":"Sag Main Holdings, LLC"},{"label":"Closing","value":"2023-01-05"}],"fact_type":"ma_transaction"},{"claim_id":"74721ae5cacba1516aa9b89c0f222b114cf23461","claim":"MSA Safety Inc amended Fourth Amended and Restated Credit Agreement with PNC Bank, National Association valued at Amendment reflecting sale of Mine Safety Appliances Company, LLC (effective 2023-01-05).","evidence_excerpt":"The Company entered into amendments to its: (i) Fourth Amended and Restated Credit Agreement, dated May 24, 2021, as amended (as so amended, the “Existing Credit Agreement”), with the other Borrowers party thereto, the Guarantors party thereto, the Lenders party thereto and PNC Bank, National Association, as Administrative Agent; (ii) Third Amended and Restated Multi-Currency Note Purchase and Private Shelf Agreement, dated July 1, 2021, with PGIM, Inc. and the note purchasers named therein; and (iii) Second Amended and Restated Master Note Facility, dated as of July 1, 2021, with NYL Investors LLC and the note purchasers named therein. The amendments became effective on January 5, 2023, and reflected the sale of Mine Safety Appliances Company, LLC discussed elsewhere in this Report. The foregoing description of the amendments does not purport to be complete and is qualified in its entirety by reference to the text of the amendments, which are attached hereto as Exhibits 10.3, 10.4 and","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/66570/000119312523003028/0001193125-23-003028-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"PNC Bank, National Association"},{"label":"Value","value":"Amendment reflecting sale of Mine Safety Appliances Company, LLC"},{"label":"Effective","value":"2023-01-05"}],"fact_type":"material_agreement"},{"claim_id":"b8559a02698d0656d471d311af8d10eb3b1f8bcf","claim":"MSA Safety Inc amended Third Amended and Restated Multi-Currency Note Purchase and Private Shelf Agreement with PGIM, Inc. valued at Amendment reflecting sale of Mine Safety Appliances Company, LLC (effective 2023-01-05).","evidence_excerpt":"The Company entered into amendments to its: (i) Fourth Amended and Restated Credit Agreement, dated May 24, 2021, as amended (as so amended, the “Existing Credit Agreement”), with the other Borrowers party thereto, the Guarantors party thereto, the Lenders party thereto and PNC Bank, National Association, as Administrative Agent; (ii) Third Amended and Restated Multi-Currency Note Purchase and Private Shelf Agreement, dated July 1, 2021, with PGIM, Inc. and the note purchasers named therein; and (iii) Second Amended and Restated Master Note Facility, dated as of July 1, 2021, with NYL Investors LLC and the note purchasers named therein. The amendments became effective on January 5, 2023, and reflected the sale of Mine Safety Appliances Company, LLC discussed elsewhere in this Report. The foregoing description of the amendments does not purport to be complete and is qualified in its entirety by reference to the text of the amendments, which are attached hereto as Exhibits 10.3, 10.4 and","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/66570/000119312523003028/0001193125-23-003028-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"PGIM, Inc."},{"label":"Value","value":"Amendment reflecting sale of Mine Safety Appliances Company, LLC"},{"label":"Effective","value":"2023-01-05"}],"fact_type":"material_agreement"},{"claim_id":"e6ef3307d4edd8136ffe012d2d4901cd28cc79b0","claim":"MSA Safety Inc amended Second Amended and Restated Master Note Facility with NYL Investors LLC valued at Amendment reflecting sale of Mine Safety Appliances Company, LLC (effective 2023-01-05).","evidence_excerpt":"The Company entered into amendments to its: (i) Fourth Amended and Restated Credit Agreement, dated May 24, 2021, as amended (as so amended, the “Existing Credit Agreement”), with the other Borrowers party thereto, the Guarantors party thereto, the Lenders party thereto and PNC Bank, National Association, as Administrative Agent; (ii) Third Amended and Restated Multi-Currency Note Purchase and Private Shelf Agreement, dated July 1, 2021, with PGIM, Inc. and the note purchasers named therein; and (iii) Second Amended and Restated Master Note Facility, dated as of July 1, 2021, with NYL Investors LLC and the note purchasers named therein. The amendments became effective on January 5, 2023, and reflected the sale of Mine Safety Appliances Company, LLC discussed elsewhere in this Report. The foregoing description of the amendments does not purport to be complete and is qualified in its entirety by reference to the text of the amendments, which are attached hereto as Exhibits 10.3, 10.4 and","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/66570/000119312523003028/0001193125-23-003028-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"NYL Investors LLC"},{"label":"Value","value":"Amendment reflecting sale of Mine Safety Appliances Company, LLC"},{"label":"Effective","value":"2023-01-05"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}