In the event of certain kinds of changes of control, each holder of Notes may require the Issuers to repurchase all or a portion of its Notes at 101% of the principal amount, plus accrued and unpaid interest, if any, to, but excluding, the repurchase date. Additionally, if the Company or its restricted subsidiaries sell assets, under certain circumstances, the Issuers will be required to use the net proceeds to make an offer to purchase Notes at an offer price in cash in an amount equal to 100% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to, but excluding the repurchase date.
The Indenture contains customary affirmative and negative covenants restricting, among other things, the ability of the Company and its restricted subsidiaries to incur additional indebtedness and guarantee indebtedness, pay dividends or make other distributions or repurchase or redeem their capital stock, redeem or repurchase certain debt, make certain other restricted payments or investments, sell assets, incur liens, enter into transactions with affiliates, enter into agreements restricting subsidiaries’ ability to pay dividends, and consolidate, merge or sell all or substantially of such entity’s assets. The Indenture also restricts the ability of the General Partner to consolidate, merge or sell all or substantially all of its assets and to engage in certain activities.
The Indenture also contains customary events of default including, among other things, the failure to pay interest for 30 days, failure to pay principal when due, failure to observe or perform certain other covenants or agreements in the Indenture for 45 days after notice is given by the trustee or the holders of 25% of the outstanding principal amount, cross-acceleration to certain material indebtedness, failure to pay certain judgments and certain events of bankruptcy with respect to the Issuers or certain significant subsidiaries or groups of subsidiaries.
Amended Credit Facility
The Company previously entered into the Credit Agreement dated as of March 30, 2021, as amended from time to time (as amended, the “Credit Agreement”), among the Company, the General Partner, the subsidiaries of the Company party thereto as guarantors (the “Subsidiary Guarantors”), JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (the “Agent”), and the lenders and issuing lenders party thereto from time to time.
On October 27, 2025, the Company entered into the Seventh Amendment to Credit Agreement (the “Seventh Amendment”) among the Company, the General Partner, the Subsidiary Guarantors, the Agent and certain lenders and issuing lenders party thereto. The Seventh Amendment, among other things, extends the maturity of the Credit Agreement to October 2028 and increases the maximum amount available for borrowing under the Credit Agreement to $350 million, with availability subject to a periodic borrowing base calculation, and an accordion feature allowing for increases in the size of the facility by up to $50 million in the aggregate subject to customary conditions. The Seventh Amendment also includes a sublimit not to exceed $300.0 million for the issuance of letters of credit.
In addition, the Seventh Amendment includes, among other things, modifications to the applicable margin with respect to all loans, the calculation of consolidated total debt, permitted indebtedness and permitted liens, the restricted payment provisions, the debt prepayment provisions, the asset disposition provisions, and the event of default provisions.
The foregoing descriptions of the Notes, the Indenture and the Seventh Amendment are only summaries and are qualified in their entirety by the Indenture, including the form of the Notes attached thereto, and the Seventh Amendment, copies of which are filed as Exhibits 4.1, 4.2 and 10.1, respectively, to this Current Report on Form 8-K.
Item 7.01. Regulation FD Disclosure.
On October 27, 2025, the Issuers issued a press release announcing the completion of the offering of the Notes and entry into the Seventh Amendment. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.
The information contained in this Item 7.01 and in the accompanying Exhibit 99.1 are deemed to be “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 incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
