CNX RESOURCES CORP: conclusion of a cloth definitive settlement, creation of a direct monetary obligation or obligation beneath an off-balance sheet association of a holder, monetary statements and supporting paperwork (Kind 8-Ok)

Merchandise 1.01 Conclusion of a Materials Definitive Settlement.

CNX Useful resource Firm (“CNX” or the “Firm” as borrower and sure of its subsidiaries as guarantor of the loans have entered into a brand new amended and restated third credit score settlement for a senior secured revolving credit score facility, dated of October 6, 2021 (the “CNX Credit score Settlement”) and expiring on October 6, 2026 with some lenders and PNC Financial institution, Nationwide Affiliation as administrative agent and assure agent. The brand new senior secured revolving credit score facility has a $ 2 billion borrowing foundation and $ 1.3 billion commitments made and replaces the Firm’s present senior secured revolving credit score facility which had a
$ 1.775 billion borrowing foundation and $ 1.775 billion elected commitments, had been concluded on the March 8, 2018 (with all amendments, dietary supplements and modifications made thereto, the “Current CNX Facility”), and had a maturity of
April 24, 2024.

CNX Midstream Companions LP, a completely owned subsidiary of CNX (“CNXM” or the “Partnership”), as borrower and sure of its subsidiaries as guarantors have entered into a brand new amended and restated credit score settlement for a credit score facility renewable senior assure, dated October 6, 2021 (the “CNXM Credit score Settlement”) and expiring on October 6, 2026 with some lenders and PNC Financial institution, Nationwide Affiliation as administrative agent and assure agent. New
$ 600.0 million senior secured revolving credit score facility changed the $ 600.0 million senior secured revolving credit score facility that was entered into on March 8, 2018 (with all amendments, dietary supplements and modifications made thereto, the “Current CNXM Facility”) and had a maturity of
April 24, 2024. The CNX intermediate the set up will not be topic to a brand new semi-annual dedication.

A duplicate of the CNX Credit score Settlement and the CNXM Credit score Settlement are filed as Reveals 10.1 and 10.2 hereof, respectively, and are included herein by reference. The outline of the CNX Credit score Settlement and the CNXM Credit score Settlement on this Kind 8-Ok is a abstract and is certified in its entirety by the phrases of the CNX Credit score Settlement and the CNXM Credit score Settlement, as per the case.

CNX credit score settlement

The CNX Credit score Settlement supplies for a secured revolving credit score facility (the “CNX Credit score Facility”) with an combination principal quantity excellent of as much as
$ 1.3 billion, together with loans and letters of credit score. Along with the refinancing of all quantities excellent beneath the present CNX facility, borrowings beneath the CNX credit score facility could also be utilized by CNX for common company functions.

Availability beneath the CNX Credit score Facility, together with the provision of letters of credit score, is mostly restricted to a borrowing base, which is decided by the required variety of bona fide lenders by calculating a mortgage worth of Firm proved reserves.

Curiosity on excellent debt beneath the CNX Credit score Facility at present accrues, on the choice of the Firm, at a charge primarily based on:


  •   the best of (i) PNC Financial institution, Nationwide Affiliation's prime charge, (ii) the
      federal funds open charge plus 0.50%, and (iii) the one-month LIBOR charge plus
      1.0%, in every case, plus a margin starting from 0.75% to 1.75%; or




  •   the LIBOR charge plus a margin starting from 1.75% to 2.75%.

The CNX credit score facility matures on October 6, 2026, supplied that if at any time on or after January 30, 2026, if any of the Firm’s 2.25% Convertible Senior Notes due 2026 are excellent and (a) availability beneath the CNX Credit score Facility much less (b) the mixture principal quantity of all such excellent convertible senior notes is lower than 20% of the full commitments beneath the CNX credit score facility (the earliest of those dates, the “spring maturity date”), the CNX credit score facility will mature on the spring due date.

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The CNX credit score facility requires compliance with circumstances precedent that have to be met earlier than any borrowing in addition to continued compliance with sure optimistic and detrimental covenants to which CNX and sure of its subsidiaries should adhere.

Affirmative pacts embody, amongst others: (i) preservation of existence; (ii) fee of obligations, together with taxes; (iii) upkeep of property, insurance coverage, leases, books and information and main contracts; (iv) respect for legal guidelines; (v) use of the product; (vi) subordination of inter-company loans; (vii) anti-terrorism legal guidelines; and (viii) ensures.

CNX’s credit score facility covenants embody restrictions on the power of CNX and its subsidiary guarantors, besides in sure circumstances, to: (i) create, contract, assume or incur indebtedness; (ii) create or enable the existence of privileges on their properties; (iii) prepay sure indebtedness until there is no such thing as a default or occasion of default beneath the CNX credit score facility; (iv) make or pay dividends or distributions in extra of sure quantities; (v) merge with or into one other particular person, liquidate or dissolve; or purchase all or considerably the entire property of an lively enterprise or an lively line of enterprise or purchase all or a considerable a part of the property of one other particular person; (vi) make particular investments and loans; (vii) promote, switch, assign, assign or eliminate its property or properties apart from within the peculiar course of enterprise and beneath different chosen circumstances; (viii) cope with any affiliate, besides within the peculiar course of enterprise, on phrases no much less favorable to CNX than these it will in any other case obtain in an arm’s size transaction; (ix) apart from CNX, difficulty extra shares to any particular person apart from CNX or sure of its subsidiaries; (x) modify in any means its certificates of incorporation, by-laws or different organizational paperwork with out discover to the lenders and, in some circumstances, with the consent of the lenders. As well as, the Firm is required to take care of on the finish of every fiscal quarter (x) a most internet debt ratio not exceeding 3.50 to 1.00; and (y) a minimal present ratio of at the least 1.00 to 1.00; each calculated in accordance with the phrases and definitions figuring out these ratios contained within the CNX credit score settlement. The CNX Credit score Settlement additionally comprises varied reporting necessities.

The CNX Credit score Facility additionally comprises customary occasions of default, together with, however not restricted to, cross-default on sure different indebtedness, breaches of representations and ensures, change of management occasions and breaches of covenants. restrictive.

The obligations beneath the CNX Credit score Settlement are secured by considerably the entire property of the Firm and its subsidiaries in accordance with the Third Amended and Restated Assure Settlement, the Third Patent Assure Settlement, Trademark of commerce and copyright amended and up to date and varied mortgages.

CNXM credit score settlement

The CNXM Credit score Settlement supplies for a secured revolving credit score facility (the “CNXM Credit score Facility”) with an combination principal quantity excellent of as much as
$ 600 million, together with loans and letters of credit score. Along with the refinancing of all quantities excellent beneath the present CNXM facility, borrowings beneath the CNXM credit score facility could also be utilized by CNXM for common company functions.

Curiosity on excellent debt beneath the CNXM Credit score Facility at present accrues, on the choice of the Partnership, at a charge primarily based on:


  •   the best of (i) PNC Financial institution, Nationwide Affiliation's prime charge, (ii) the
      federal funds open charge plus 0.50%, and (iii) the one-month LIBOR charge plus
      1.0%, in every case, plus a margin starting from 1.00% to 2.00%; or




  •   the LIBOR charge plus a margin starting from 2.00% to three.00%.

The CNXM Credit score Facility matures on October 6, 2026.

————————————————– ——————————

The CNXM Credit score Facility requires compliance with circumstances precedent which have to be met earlier than any borrowing, in addition to continued compliance with sure optimistic and detrimental restrictive covenants to which CNXM and a few of its subsidiaries should adhere.

Affirmative pacts embody, amongst others: (i) preservation of existence; (ii) fee of obligations, together with taxes; (iii) upkeep of property, insurance coverage, permits, books and information and main contracts; (iv) respect for legal guidelines; (v) use of the product; (vi) subordination of inter-company loans; (vii) anti-terrorism legal guidelines; and (viii) ensures.

CNXM’s credit score facility covenants embody restrictions on the power of CNXM, its subsidiary guarantors and sure of its non-guarantor and non-100% owned subsidiaries, besides in sure circumstances, to: (i) create, incur, assume or undergo from being in debt; (ii) create or enable the existence of privileges on their properties; (iii) prepay sure indebtedness until there is no such thing as a default or occasion of default beneath the CNXM Credit score Facility; (iv) make or pay dividends or distributions in extra of sure quantities; (v) merge with or into one other particular person, liquidate or dissolve; or purchase all or considerably the entire property of an lively enterprise or an lively line of enterprise or purchase all or a considerable a part of the property of one other particular person; (vi) make particular investments and loans; (vii) promote, switch, assign, assign or eliminate its property or properties apart from within the peculiar course of enterprise and beneath different chosen circumstances; (viii) cope with any affiliate, besides within the peculiar course of enterprise, on phrases no much less favorable to CNXM than these it will in any other case obtain in an arm’s size transaction; (ix) modify in any means its certificates of incorporation, by-laws or different organizational paperwork with out giving first. . .

Merchandise 2.03 Creation of a Direct Monetary Obligation or Obligation Beneath an Off-Stability Sheet Association of a Registrant.

The data set out beneath “Article 1.01. Entry right into a Vital Ultimate Settlement ”are included on this Part 2.03 by reference.

Merchandise 9.01 Monetary statements and supporting paperwork.


(d)  Reveals



Exhibit
Quantity                               Description of Exhibit

10.1           Third Amended and Restated Credit score Settlement dated as of October 6,
             2021, amongst CNX, sure of its subsidiaries, PNC Financial institution, Nationwide
             Affiliation, as administrative agent and collateral agent and the
             lender events thereto.

10.2           Amended and Restated Credit score Settlement dated as of October 6, 2021,
             amongst CNXM, sure of its subsidiaries, PNC Financial institution, Nationwide
             Affiliation, as administrative agent and collateral agent and the
             lender events thereto.

104          Cowl Web page Interactive Information File (embedded throughout the Inline XBRL
             doc).

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