Standard Motor Products Enters New Agreement, Terminates Old
Ticker: SMP · Form: 8-K · Filed: Sep 17, 2024 · CIK: 93389
Sentiment: neutral
Topics: material-agreement, financial-obligation, contract-termination
TL;DR
SMP just signed a new deal and ditched an old one, creating new financial obligations.
AI Summary
On September 16, 2024, Standard Motor Products, Inc. entered into a material definitive agreement and simultaneously terminated a prior material definitive agreement. This action also created a direct financial obligation for the registrant. The filing details these events without specifying the counterparty or the financial terms.
Why It Matters
This filing indicates a significant change in Standard Motor Products' contractual relationships, potentially impacting its financial obligations and operational strategies.
Risk Assessment
Risk Level: medium — The creation of a new financial obligation and termination of a prior agreement suggests a material shift in the company's financial structure and contractual commitments.
Key Players & Entities
- STANDARD MOTOR PRODUCTS, INC. (company) — Registrant
- September 16, 2024 (date) — Date of earliest event reported
- New York (location) — State of Incorporation
- Long Island City (location) — Principal Executive Offices
FAQ
What is the nature of the material definitive agreement entered into by Standard Motor Products, Inc. on September 16, 2024?
The filing states that Standard Motor Products, Inc. entered into a material definitive agreement on September 16, 2024, but does not provide specific details about its nature.
Which specific material definitive agreement was terminated by Standard Motor Products, Inc. on September 16, 2024?
The filing indicates the termination of a material definitive agreement on September 16, 2024, but does not name the specific agreement.
What is the direct financial obligation created for Standard Motor Products, Inc. as a result of these agreements?
The filing confirms the creation of a direct financial obligation for the registrant but does not specify the amount or terms of this obligation.
Who is the counterparty to the new material definitive agreement entered into by Standard Motor Products, Inc.?
The filing does not disclose the identity of the counterparty to the new material definitive agreement.
Are there any off-balance sheet arrangements involved in the new agreement?
The filing mentions the creation of an obligation under an off-balance sheet arrangement of a registrant, but provides no further details.
Filing Stats: 1,647 words · 7 min read · ~5 pages · Grade level 10.8 · Accepted 2024-09-17 17:07:11
Key Financial Figures
- $2.00 — ich registered Common Stock, par value $2.00 per share SMP New York Stock Exchange L
- $750 m — cured borrowings of up to approximately $750 million, consisting of: (i) a $430 millio
- $430 million — tely $750 million, consisting of: (i) a $430 million multi-currency revolving credit facilit
- $10 million — and the global tranche lenders; (ii) a $10 million multi-currency revolving credit facilit
- $200 million — and the Danish tranche lenders; (iii) a $200 million delayed draw term loan facility; and (i
- $110 million — n facility (equivalent to approximately $110 million at the date of signing). The 2024 Credi
- $25 million — er. The revolving credit facility has a $25 million sublimit for the issuance of letters of
- $30 million — he issuance of letters of credit, and a $30 million sublimit for the borrowing of swingline
- $168 million — nt not to exceed (x) the greater of (i) $168 million and (ii) 100% of consolidated EBITDA fo
- $5 million — ty by an aggregate amount not to exceed $5 million. Borrowings bear interest at the appli
- $625 million — Credit Agreement, which provided for a $625 million credit facility. The information set fo
Filing Documents
- smp-20240916.htm (8-K) — 38KB
- creditagreementfinal.htm (EX-10.1) — 6822KB
- pressrelease-creditfacilit.htm (EX-99.1) — 8KB
- jpma.jpg (GRAPHIC) — 4KB
- logo02a.jpg (GRAPHIC) — 17KB
- 0000093389-24-000016.txt ( ) — 7619KB
- smp-20240916.xsd (EX-101.SCH) — 2KB
- smp-20240916_lab.xml (EX-101.LAB) — 21KB
- smp-20240916_pre.xml (EX-101.PRE) — 12KB
- smp-20240916_htm.xml (XML) — 3KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. On September 16, 2024, Standard Motor Products, Inc. (the "Company") entered into a Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders named therein (the "2024 Credit Agreement"). The 2024 Credit Agreement provides for senior secured borrowings of up to approximately $750 million, consisting of: (i) a $430 million multi-currency revolving credit facility (global tranche), available to the Company in U.S. dollars, euros, British pound sterling, Swiss francs, Canadian dollars, and such other currencies as may be agreed to by the administrative agent and the global tranche lenders; (ii) a $10 million multi-currency revolving credit facility (Danish tranche), which will be available to one or more wholly-owned Danish subsidiaries of the Company (upon their accession to the agreement) in U.S. dollars, euros, Danish kroner, and such other currencies as may be agreed to by the administrative agent and the Danish tranche lenders; (iii) a $200 million delayed draw term loan facility; and (iv) a EUR 100 million delayed draw term loan facility (equivalent to approximately $110 million at the date of signing). The 2024 Credit Agreement replaces and refinances the existing Credit Agreement, dated as of June 1, 2022 (as amended), among the Company, as borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders named therein (the "2022 Credit Agreement"). Borrowings under the revolving credit facilities will be used for general corporate purposes of the Company and its subsidiaries, including, in the case of the global tranche, the repayment of all outstanding borrowings of the Company under the 2022 Credit Agreement. The term loans and a portion of the revolving credit facility will be used to finance the Company's previously announced acquisition of Nissens Automotive and related transaction costs incurred in connection therewith. The 2024 Credit Agreement matures o
02. Termination of a Material Definitive Agreement
Item 1.02. Termination of a Material Definitive Agreement. On September 16, 2024, concurrently with the Company's entry into the 2024 Credit Agreement described in Item 1.01 above, the Company terminated the existing 2022 Credit Agreement, which provided for a $625 million credit facility. The information set forth in Item 1.01 above is incorporated by reference into this Item 1.02. 3 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 in Item 1.01 above is incorporated by reference into this Item 2.03.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. 10.1 Credit Agreement, dated as of September 16, 2024, among Standard Motor Products, Inc., the Foreign Subsidiary Borrowers party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Joint Book Runner and Joint Lead Arranger, Bank of America, N.A., as Syndication Agent, Citizens Bank, N.A., as Documentation Agent and Joint Lead Arranger, BofA Securities, Inc., as Joint Book Runner and Joint Lead Arranger, and the Lenders party thereto. 99.1 Press release dated September 17, 2024 announcing a new credit facility. 104 Cover Page Interactive Data File--the cover page XBRL tags are embedded within the Inline XBRL document. SIGNATURE 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. STANDARD MOTOR PRODUCTS, INC. By: /s/ Nathan R. Iles Nathan R. Iles Chief Financial Officer Date: September 17, 2024 4 Exhibit Index Exhibit No. Description 10.1 Credit Agreement, dated as of September 16, 2024, among Standard Motor Products, Inc., the Foreign Subsidiary Borrowers party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Joint Book Runner and Joint Lead Arranger, Bank of America, N.A., as Syndication Agent, Citizens Bank, N.A., as Documentation Agent and Joint Lead Arranger, BofA Securities, Inc., as Joint Book Runner and Joint Lead Arranger, and the Lenders party thereto. 99.1 Press release dated September 17, 2024 announcing a new credit facility. 104 Cover Page Interactive Data File--the cover page XBRL tags are embedded within the Inline XBRL document. 5