EverCommerce Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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Computer Software: Prepackaged Software
Technology
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): December 13, 2024
(Exact name of registrant as specified in its charter)
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(720 ) 647-4948
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Item 1.01 Entry Into a Material Definitive Agreement.
On December 13, 2024, certain subsidiaries of EverCommerce Inc. entered into Amendment No. 3 (the “Amendment”) to the Credit Agreement, dated as of July 6, 2021, among EverCommerce Intermediate Inc., EverCommerce Solutions Inc. (the “Borrower”), Royal Bank of Canada, as administrative agent and collateral agent, and the other parties and lenders party thereto (as amended, the “Credit Agreement”). The Amendment, among other things, refinanced the existing class of term loans outstanding under the Credit Agreement in full primarily to eliminate the credit spread adjustment with respect to Term SOFR Loans and reduce the applicable margin by 50 basis points with respect to all term loans.
Pursuant to the Amendment, the existing $533.5 million term loan facility was refinanced in its entirety with a new class of Term B-1 Loans in an aggregate principal amount of $533.5 million. The Term B-1 Loans bear interest, at the Borrower’s election, at (x) Term SOFR plus an applicable margin of 2.50%, with a minimum Term SOFR rate of 0.50% or (y) Alternate Base Rate plus an applicable margin of 1.50%, with a minimum Alternate Base Rate of 1.50%, in each case, with no step-downs. The credit spread adjustment with respect to Term SOFR Loans was removed in connection with the Amendment. The Term B-1 Loans priced at par. Proceeds of the Term B-1 Loans were used to refinance the existing term loans outstanding under the Credit Agreement immediately prior to giving effect to the Amendment.
The foregoing description of the Amendment is a summary and is qualified in its entirety by reference to the Amendment, a copy of which is attached hereto as Exhibit 10.1 and which is 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 above in Item 1.01 is incorporated by reference in this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| EVERCOMMERCE INC. | ||||||||||||||
Date: December 16, 2024 | By: | /s/ Lisa Storey | ||||||||||||
| Lisa Storey | ||||||||||||||
| Chief Legal Officer | ||||||||||||||