Reynolds Consumer Products Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Regulation FD Disclosure, Financial Statements and Exhibits
$REYN
Containers/Packaging
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): October 17, 2024
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Item 1.01. Entry into a Material Definitive Agreement.
Effective as of October 17, 2024, Reynolds Consumer Products Inc. (the “Company”), certain of its subsidiaries, UBS AG, Stamford Branch (as successor in interest to Credit Suisse AG, Cayman Island Branch, in its capacities as administrative agent and collateral agent), as administrative agent and collateral agent, and the lenders party thereto, entered into an Amendment No. 3 (“Amendment No. 3”), amending the Credit Agreement, dated as of February 4, 2020, as amended by that Amendment No. 1 dated as of February 28, 2023 and that Amendment No. 2 dated as of November 21, 2023 (as so amended, the “Credit Agreement”).
Amendment No. 3 replaces the undrawn $250 million senior secured revolving credit facility under the Credit Agreement that was scheduled to mature in February 2026 with an undrawn $700 million senior secured revolving credit facility with a scheduled maturity date in October 2029. The Company’s senior secured term loan facility under the Credit Agreement continues to mature in February 2027. Other than the maximum amount and the maturity date of the revolving credit facility, all other material terms of the Credit Agreement remain unchanged by Amendment No. 3.
The foregoing summary of Amendment No. 3 is qualified in its entirety by reference to the complete terms and provisions of Amendment No. 3, which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
In the ordinary course of business, certain of the lenders under the Credit Agreement and their affiliates have provided, and may in the future provide, investment banking, commercial banking, cash management, foreign exchange or other financial services to the Company and its affiliates for which they have received, and may in the future receive, compensation.
Wells Fargo Bank, National Association acted as lead left arranger and syndication agent for the revolving credit facility.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The disclosure required by this Item is included in Item 1.01 and is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure
On October 17, 2024, the Company issued a press release announcing the execution of Amendment No. 3, a copy of which is furnished with this Current Report on Form 8-K as Exhibit 99.1. The information included in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
Item 9.01. Financial Statements and Exhibits
(d)Exhibits
| Exhibit No. | Description | ||||
| 10.1 | |||||
| 99.1 | |||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
SIGNATURES
Pursuant to the requirements of the Securities 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.
Date: October 17, 2024 | ||||||||
| REYNOLDS CONSUMER PRODUCTS INC. | ||||||||
| By: | /s/ David Watson | |||||||
| David Watson | ||||||||
| General Counsel and Secretary | ||||||||