TRUPANION, INC. : Entering into a Material Definitive Agreement, Creating a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant (Form 8-K)

0

Section 1.01 Entering into a Material Definitive Agreement.

At March 25, 2022, Trupanion, Inc. (the “Company”) has entered into a credit agreement (the “credit agreement”) with Piper Sandler Finance, LLC, as administrative agent (the “Administrative Agent”), and the lenders party thereto from time to time (individually and collectively, the “Lender”). The Credit Agreement provides for (a) term loans in the aggregate principal amount of $60.0 million (“Original Term Loans”), which funded on March 25, 2022(b) commitments for deferred draw term loans in an aggregate principal amount not exceeding $75.0 million (“Deferred Draw Term Loans” and, together with the Initial Term Loans, the “Term Loans”), which may be drawn down from time to time until September 25, 2023and (c) commitments for revolving loans in an aggregate principal amount at any time not greater than $15.0 million (“Revolving Loans” and, together with Term Loans, “Loans”), which may be drawn at any time prior to March 25, 2027. To the extent not already paid, the initial term loans are due and payable on March 25, 2027deferred draw term loans are due and payable on the earliest of the following dates between the fifth anniversary of their initial financing or March 25, 2028and revolving loans are due and payable on March 25, 2027.

The loans bear interest at a prime rate plus an applicable margin. For loans that the Company designates as ABR loans, the base rate is the greater of the prime rate, the effective federal funds rate plus 0.5%, the applicable SOFR adjusted term for a term of one month plus 1.00%, or 1.75%, and the applicable margin is 4.0%. For loans that the Company designates as SOFR loans, the base rate is the applicable forward SOFR plus the forward SOFR adjustment, and the applicable margin is 5.0%.

The Loans are secured by substantially all of the assets of the Company and its subsidiaries. Loan proceeds may be used for authorized acquisitions and investments, working capital and other general corporate purposes. The Credit Agreement contains financial and other covenants, including minimum quarterly income and liquidity thresholds, and it includes limitations on, among other things, indebtedness, liens, investments, mergers or similar transactions, and certain equity issues.

The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the Credit Agreement, a copy of which will be filed as an attachment to the Company’s Form 10-Q for the quarterly period ending March 31, 2022 and incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The discussion in 1.01 above is incorporated herein by reference.

————————————————– ——————————

© Edgar Online, source Previews

Share.

Comments are closed.