MSC Industrial Direct Company Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
$MSM
Industrial Machinery/Components
Industrials
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 16, 2025
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Item 1.01. Entry into a Material Definitive Agreement
On July 16, 2025, MSC Industrial Direct Co., Inc. (the “Company”) entered into Amendment No. 3 to the Credit Agreement, dated as of July 16, 2025 (the “Amendment”), by and among the Company, the subsidiary guarantors party thereto, the lenders, the issuing lenders and the swingline lender party thereto, and JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), which amends the Company’s existing Credit Agreement, dated as of April 14, 2017 (as amended, the “Credit Agreement”), by and among the Company, the financial institutions party thereto as lenders (the “Lenders”) and the Administrative Agent. The Amendment provides for, among other things: (i) an extension of the maturity date for the Company’s existing $600 million unsecured revolving loan facility (the “Credit Facility”) to July 16, 2030; (ii) updates to the performance-based pricing grid and financial covenants determined by the Company’s consolidated net leverage ratio (as defined in the Credit Agreement); (iii) the removal of the credit spread adjustment to the interest rate applicable to borrowings under the Credit Facility; (iv) the replacement of certain Lenders under the Credit Facility; (v) the addition of a $50 million swingline loan sub-facility; and (vi) the option for the Company to request up to two one-year extensions of the maturity date of the Credit Facility, subject to Lender approval. As amended, the Credit Facility continues to include customary covenants, representations and warranties and events of default.
The foregoing description of the Amendment is not complete and is qualified in its entirety by reference to the full terms and conditions of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Certain of the Lenders under the Credit Facility and/or their affiliates have from time to time performed, and may in the future perform, various commercial banking, investment banking and other financial advisory services for the Company and/or its subsidiaries in the ordinary course of business, for which they have received or will receive customary fees and commissions.
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 under Item 1.01 above is hereby incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits:
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | |||||||
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SIGNATURE
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.
| MSC INDUSTRIAL DIRECT CO., INC. | |||||||||||
| Date: | July 22, 2025 | By: | /s/ KRISTEN ACTIS-GRANDE | ||||||||
Name: | Kristen Actis-Grande | ||||||||||
Title: | Executive Vice President and Chief Financial Officer | ||||||||||
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