secwatch / observer
8-K filed January 3, 2023, 6:59 PM ET CIK 0000917470
M&A confidence high sentiment neutral materiality 0.75

OLYMPIC STEEL INC: M&A transaction — Olympic Steel acquires Metal-Fab for $131M cash; credit facility increased to $625M

OLYMPIC STEEL INC

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

OLYMPIC STEEL INC amended revolving credit of $625.0 million with Bank of America, N.A..

Instrument
revolving credit
Principal
$625.0 million
Counterparty
Bank of America, N.A.
Event
amendment
Exact text from the filing
increasing the commitments under the revolving credit facility from $475.0 million to $625.0 million and joining OS Holdings and Metal-Fab as Borrowers under the Loan Agreement.
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

OLYMPIC STEEL INC completed an acquisition involving Metal-Fab, Inc. for cash purchase price of $131.0 million (closed 2023-01-03).

Action
acquisition
Counterparty
Metal-Fab, Inc.
Consideration
cash purchase price of $131.0 million
Closing
2023-01-03
Exact text from the filing
On January 3, 2023, OS Holdings, Inc. (“OS Holdings”), an Ohio corporation and a wholly-owned subsidiary of Olympic Steel, Inc., an Ohio corporation (the “Company”), entered into a Stock Purchase Agreement (the “Purchase Agreement”) with Metal-Fab, Inc., a Kansas corporation (“Metal-Fab”), the sellers party thereto (collectively, the “Sellers”) and a representative of the Sellers. Pursuant to the terms of the Purchase Agreement, on January 3, 2023, OS Holdings purchased all of the outstanding shares of capital stock of Metal-Fab from the Sellers for a cash purchase price of $131.0 million, subject to a final working capital adjustment.
View on SEC.gov
Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

OLYMPIC STEEL INC entered into Purchase Agreement with Metal-Fab, Inc., the sellers (collectively, the "Sellers"), and a representative of the Sellers valued at $131.0 million (effective 2023-01-03).

Action
entry
Agreement
asset purchase
Counterparty
Metal-Fab, Inc., the sellers (collectively, the "Sellers"), and a representative of the Sellers
Value
$131.0 million
Effective
2023-01-03
Exact text from the filing
On January 3, 2023, OS Holdings, Inc. (“OS Holdings”), an Ohio corporation and a wholly-owned subsidiary of Olympic Steel, Inc., an Ohio corporation (the “Company”), entered into a Stock Purchase Agreement (the “Purchase Agreement”) with Metal-Fab, Inc., a Kansas corporation (“Metal-Fab”), the sellers party thereto (collectively, the “Sellers”) and a representative of the Sellers. Pursuant to the terms of the Purchase Agreement, on January 3, 2023, OS Holdings purchased all of the outstanding shares of capital stock of Metal-Fab from the Sellers for a cash purchase price of $131.0 million, subject to a final working capital adjustment.
View on SEC.gov
Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

OLYMPIC STEEL INC amended Sixth Amendment with the lenders party thereto and Bank of America, N.A., as agent for the Lenders valued at from $475.0 million to $625.0 million (effective 2023-01-03).

Action
amendment
Agreement
credit facility
Counterparty
the lenders party thereto and Bank of America, N.A., as agent for the Lenders
Value
from $475.0 million to $625.0 million
Effective
2023-01-03
Exact text from the filing
Additionally on January 3, 2023, the Company and certain of its wholly-owned direct and indirect domestic subsidiaries (collectively with the Company, the “Borrowers”) entered into the Joinder and Sixth Amendment to Third Amended and Restated Loan and Security Agreement (the “Sixth Amendment”), with the lenders party thereto (the “Lenders”) and Bank of America, N.A., as agent for the Lenders (the “Agent”). The Sixth Amendment amends the Third Amended and Restated Loan and Security Agreement, dated as of December 8, 2017 (as amended, the “Loan Agreement”), among the Borrowers from time to time party thereto, the Lenders from time to time party thereto and the Agent, for purposes of, among other things, increasing the commitments under the revolving credit facility from $475.0 million to $625.0 million and joining OS Holdings and Metal-Fab as Borrowers under the Loan Agreement.
View on SEC.gov

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Source: SEC EDGAR
accession 0001437749-23-000197
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