Nuvera Communications Reports Material Agreement Changes

TL;DR

Nuvera Communications just filed an 8-K about a material agreement being entered and terminated - big changes coming.

AI Summary

Nuvera Communications, Inc. filed an 8-K on June 25, 2024, reporting on events occurring on June 21, 2024. The filing indicates the entry into and termination of a material definitive agreement, as well as the creation of a direct financial obligation or an off-balance sheet arrangement. Specific details regarding the nature of these agreements and obligations were not provided in the excerpt.

Why It Matters

This filing signals significant changes in Nuvera's contractual and financial obligations, which could impact its future operations and financial health.

Risk Assessment

Risk Level: medium — The termination of a material definitive agreement and the creation of new financial obligations suggest potential shifts in the company's business strategy or financial standing.

Key Players & Entities

• Nuvera Communications, Inc. (company) — Registrant
• 20240621 (date) — Date of earliest event reported
• 20240625 (date) — Date of report
• Minnesota (location) — State of incorporation
• New Ulm, MN 56073 (location) — Principal executive offices address

FAQ

Key Financial Figures

• $180.0 m — ty in the aggregate principal amount of $180.0 million, consisting of a $125.0 million i
• $125.0 million — ount of $180.0 million, consisting of a $125.0 million initial term loan (the "Initial Term Lo
• $25.0 million — term loan (the "Initial Term Loan"), a $25.0 million delayed draw term loan (the "Delayed Dr
• $30.0 million — an (the "Delayed Draw Term Loan") and a $30.0 million revolving credit facility (the "Revolvi
• $5.0 m — an five advances, in minimum amounts of $5.0 million, during the period ending on the
• $5.0 million — evolving Credit Facility includes (i) a $5.0 million Letter of Credit subfacility and (ii) a
• $3.0 million — Letter of Credit subfacility and (ii) a $3.0 million Swing Line Loan subfacility. Repaymen
• $781,250 — ents June 30, 2026 – March 31, 2028 $781,250 June 30, 2028 through Maturity Date
• $1,562,500 M — June 30, 2028 through Maturity Date $1,562,500 Maturity Date Outstanding principal bal
• $30.0 m — rm loan facility or facilities of up to $30.0 million, in minimum amounts of $5.0 milli

Filing Documents

• nuvr-20240621.htm (8-K) — 75KB
• exhibit10_1.htm (EX-10) — 1737KB
• exhibit10_3.htm (EX-10) — 400KB
• 0001513162-24-000083.txt ( ) — 2649KB
• nuvr-20240621.xsd (EX-101.SCH) — 3KB
• nuvr-20240621_def.xml (EX-101.DEF) — 9KB
• nuvr-20240621_lab.xml (EX-101.LAB) — 17KB
• nuvr-20240621_pre.xml (EX-101.PRE) — 10KB
• nuvr-20240621_htm.xml (XML) — 2KB

01. Entry Into a Material Definitive Agreement

Item 1.01. Entry Into a Material Definitive Agreement. On June 21, 2024 (the "Closing Date"), Nuvera Communications, Inc. ("Nuvera," the "Borrower" or the "Company") entered into an Amended and Restated Credit Agreement (the "2024 Credit Agreement") by and among (i) Nuvera as Borrower, (ii) Nuvera subsidiaries as Guarantors (defined below), (iii) CoBank, ACB ("CoBank") as a Lender, as Issuing Lender, as Swing Line Lender, and as Administrative Agent for the Lenders and (iv) the other Lenders listed in the 2024 Credit Agreement. The 2024 Credit Agreement covers a senior secured credit facility in the aggregate principal amount of $180.0 million, consisting of a $125.0 million initial term loan (the "Initial Term Loan"), a $25.0 million delayed draw term loan (the "Delayed Draw Term Loan") and a $30.0 million revolving credit facility (the "Revolving Credit Facility"). The Initial Term Loan and the Delayed Draw Term Loan are collectively referred to as the "Term Loans." The Revolving Credit Facility and the Term Loans are collectively referred to as the "2024 Credit Facility." The 2024 Credit Agreement contains certain usual and customary events of default, including failure to make payments when due, the material inaccuracy of representations or warranties, failure to observe or perform certain covenants, cross-defaults, bankruptcy and insolvency-related events, certain judgments, certain ERISA-related events, or a change in control. The obligations of Nuvera as Borrower are guaranteed by the following Nuvera subsidiaries (the "Guarantors"): Peoples Telephone Company Western Telephone Company Hutchinson Telephone Company Hutchinson Telecommunications, Inc. Hutchinson Cellular, Inc. Tech Trends, Inc. Sleepy Eye Telephone Company Scott-Rice Telephone Co. The Borrower and Guarantors are collectively referred to as the "Loan Parties." Initial Term Loan The $125.0 million Initial Term Loan was drawn in a single advance on the Closing Date. Am

02 Termination of a Material Definitive Agreement

Item 1.02 Termination of a Material Definitive Agreement On the Closing Date, the Company paid all amounts owing under the 2022 Credit Agreement and that agreement was terminated. In addition, on the Closing Date, the Security and Pledge Agreement entered into in connection with 2022 Credit Facility was replaced by the 2024 Security Agreement. 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 in Item 1.01 of this Current Form on Form 8-K is incorporated by reference into this Item 2.03. Section 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 10.1 *Amended and Restated Credit Agreement dated as of June 21, 2024 between Nuvera, Nuvera subsidiaries as Guarantors, CoBank, ACB as a Lender, as Issuing Lender, as Swing Line Lender, and as Administrative Agent for the Lenders and the other Lenders listed in the 2024 Credit Agreement 10.3 *Amended and Restated Pledge and Security Agreement dated as of June 21, 2024 between Nuvera, Nuvera subsidiaries as Guarantors and CoBank ACB as Administrative Agent *Pursuant to Item 601(b)(2) of Regulation S-K, certain exhibits and schedules to these agreements have been omitted from this Report and will be furnished supplementally to the SEC upon request; provided, however, that the Company may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934 for any exhibits or schedules so furnished. 6

SIGNATURES

SIGNATURES 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. Date: June 25, 2024 Nuvera Communications, Inc. By: /s/Curtis Kawlewski Curtis Kawlewski Its: Chief Financial Officer 7

View Full Filing

View this 8-K filing on SEC EDGAR