ASGN Incorporated filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
$ASGN
Professional Services
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): March 14, 2024 (March 13, 2024)
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address, including zip code, of Principal Executive Offices)
(888 ) 482-8068
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Not Applicable
(Former name or former address, if changed since last report)
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 1.01. Entry into a Material Definitive Agreement.
On March 13, 2024, ASGN Incorporated (the “Company”) entered into a First Amendment to Third Amended and Restated Credit Agreement (the “Amendment”) with Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto. The Amendment amends the Company’s Third Amended and Restated Credit Agreement, dated as of August 31, 2023 (as amended from time to time, including pursuant to the Third Amendment, the “Credit Agreement”).
Among other things, the Amendment refinances the Company’s existing term loans with a refinancing term loan in an initial principal amount of $498,750,000. The refinancing term loan will bear interest at a floating rate, which can be either, at the Company’s option, (a) adjusted Term SOFR plus an applicable margin of 1.75% per annum or (b) an alternate base rate plus an applicable margin of 1.00% per annum. A voluntary prepayment of the refinancing term loan on or prior to the date that is one hundred eighty days after the date of the Amendment as a result of a repricing transaction (subject to customary exclusions for a change of control or transformative acquisition) will incur a call premium equal to 1.00% of the principal amount of the refinancing term loan that is subject to such repricing transaction. The Company is required to make quarterly amortization payments on the refinancing term loan in the amount of $1,250,000.
The refinancing of the Company’s term loan has resulted in a reduction of ASGN’s interest rate by 50 basis points per year. Not including applicable fees related to the refinancing, ASGN expects to save approximately $2.5 million in annual interest fees.
The foregoing description of the Amendment is only a summary and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) Exhibits | ||||||||
| Exhibit Number | Description | |||||||
| 104.1 | Cover page interactive data file (embedded within the Inline XBRL document) | |||||||
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ASGN Incorporated | ||||||||
| Date: March 13, 2024 | /s/ Marie L. Perry | |||||||
| Marie L. Perry | ||||||||
| Executive Vice President and Chief Financial Officer | ||||||||