KELOWNA, BC, March 13, 2024 /CNW/ - Decisive Dividend
Corporation (TSXV: DE) ("Decisive" or the
"Corporation") is pleased to announce that it has it has
closed its previously announced $175
million syndicated credit facility. In closing, Decisive has
increased its overall debt capacity by $107
million through a committed $100
million senior secured revolving credit facility and a
$75 million accordion facility (the
"Credit Facility"). The syndicate includes National Bank
of Canada, through National Bank Financial Markets
("National Bank") and Canadian Western Bank, through its
wholly-owned division CWB Maxium Financial Inc. ("CWB"), who
together acted as co-lead arrangers and joint bookrunners, as well
as Royal Bank of Canada
("RBC") and Fédération des caisses Desjardins du Québec
("Desjardins") (collectively the "Syndicate").
National Bank acts as administrative agent on behalf of the
Syndicate.
The Credit Facility replaces the Corporation's previous credit
agreement with CWB and represents an increase in overall debt
capacity from $68 million to
$175 million, providing Decisive with
considerable additional liquidity to fund growth in its existing
operations as well as through acquisition opportunities, at
borrowing costs consistent with the effective interest rates under
its previous credit agreement.
The Credit Facility provides for more flexibility as a single
senior secured revolving credit facility that can be utilized to
fund working capital, capital expenditures, and acquisitions,
compared to the three separate loan tranches included in the
previous credit agreement. In addition, the Credit Facility
includes a $75 million accordion
facility, which the Corporation can request as an increase, in
whole or in part, to the total amount available under the Credit
Facility. As with the previous credit agreement, there are no
required principal repayments during the committed three-year term
of the Credit Facility and all drawn amounts will mature in
March 2027. In addition, the
Corporation can request to extend the term of the loan
annually.
Comparative details of the Credit Facility and the previous
credit agreement are as follows:
Syndicated Credit Facility
(Stated in thousands
of dollars)
|
|
|
|
|
|
|
Effective
|
Revised
|
|
|
|
|
|
Interest
|
|
|
Interest
|
Authorized
|
|
|
|
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|
Rate
|
|
|
Rate
|
Debt
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior secured
revolving credit facility
|
|
|
|
|
see below
|
|
|
8.2 %
|
|
$
|
100,000
|
Accordion
facility
|
|
|
|
|
see below
|
|
|
-
|
|
|
75,000
|
|
|
|
|
|
|
|
|
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$
|
175,000
|
|
|
|
|
|
|
|
|
|
|
|
|
Previous Credit
Agreement
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
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(Stated in thousands
of dollars)
|
|
|
|
|
|
|
|
Effective
|
Previous
|
|
|
|
|
|
Interest
|
|
|
Interest
|
Authorized
|
|
|
|
|
|
Rate
|
|
|
Rate
|
Debt
|
Revolving term
acquisition facility
|
|
|
|
|
P+2.5%
|
|
|
9.7 %
|
|
$
|
25,000
|
Revolving term
operating facility
|
|
|
|
|
P+1.0%
|
|
|
8.2 %
|
|
|
15,000
|
Non-amortizing term
facility
|
|
|
|
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6.9 %
|
|
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6.9 %
|
|
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28,000
|
|
|
|
|
|
|
|
|
8.2 %
|
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$
|
68,000
|
"P" in the table
above denotes Canadian prime rate
|
Borrowings under the Credit Facility may be made by way of
Canadian prime rate, U.S. base rate, CORRA or SOFR advances. The
Credit Facility bears interest at the Canadian prime rate or U.S.
base rate plus 0.75% to 2.25%, or at the Canadian overnight repo
rate average ("CORRA") or the U.S. Federal reserve secured
overnight financing rate ("SOFR") plus 2.00% to 3.50%. These
interest rate ranges are dependent on certain financial ratios of
the Corporation. In addition, standby fees ranging from 0.40% to
0.70% per annum are paid quarterly on the unused portion of the
Credit Facility depending on certain financial ratios of the
Corporation. There are no fees paid on the accordion facility until
amounts are made available to the Corporation.
The Credit Facility is secured by a general security agreement,
assignment of insurance, and unlimited corporate cross guarantees.
Additionally, the Corporation has agreed to maintain the following
financial ratios (as defined in the credit agreement) on a
consolidated trailing twelve-month basis:
- Maximum total debt to adjusted EBITDA of 3.25:1
- Minimum interest coverage ratio of 1.50:1
Simon Tobin, Market Lead -
National Client Group, BC at National Bank of Canada,
noted:
"National Bank is proud to embark on this partnership with
Decisive and lead the Corporation's inaugural syndicated financing.
Decisive has demonstrated impressive growth during its first 9
years of operations and as an acquisition-oriented company the new
facilities will provide increased debt capacity and flexibility to
support the future growth of the business."
John Cherian, Managing Director
& Head, Corporate Banking, Loan Syndications & Agency at
CWB, noted:
"Canadian Western Bank is thrilled to continue the
partnership with Decisive in their next phase of growth and co-lead
the Syndicate. This milestone reflects the dedication of
Decisive' s management team in achieving remarkable
success. The facility will provide additional access to
capital to support the growth of the Corporation".
The terms of the Credit Facility set forth in this press release
are subject to the terms set forth in the definitive documentation
representing the Credit Facility and ancillary matters.
About Decisive Dividend
Corporation
Decisive Dividend Corporation is an acquisition-oriented
company, focused on opportunities in manufacturing. The
Corporation's purpose is to be the sought-out choice for exiting
legacy-minded business owners, while supporting the long-term
success of the businesses acquired, and through that, creating
sustainable and growing shareholder returns. The Corporation uses a
disciplined acquisition strategy to identify already profitable,
well-established, high quality manufacturing companies that have a
sustainable competitive advantage, a focus on non-discretionary
products, steady cash flows, growth potential and established,
strong leadership.
Cautionary
Statements
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of the contents of this News Release.
This press release contains forward-looking statements. These
statements relate to the potential benefits of the Credit
Facility to the Corporation. Forward-looking statements are
necessarily based upon a number of expectations and assumptions
that, while considered reasonable by management at the time the
statements are made, are inherently subject to significant
business, economic and competitive risks, uncertainties and
contingencies, many of which are beyond the Corporation's control
and many of which are subject to change. Readers are cautioned not
to place undue reliance on forward-looking statements which only
speak as to the date they are made. Although management believes
that the expectations and assumptions underlying such
forward-looking statements are reasonable, there can be no
assurance that such expectations or assumptions will prove to be
correct. A number of factors could cause actual future results,
performance, achievements and developments of the Corporation to
differ materially from anticipated results, performance,
achievements and developments expressed or implied by such
forward-looking statements. The forward-looking statements
contained in this press release are made as of the date hereof and
the Corporation is not obligated to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by applicable
securities laws. Because of the risks, uncertainties and
assumptions contained herein, investors should not place undue
reliance on forward-looking information.
SOURCE Decisive Dividend Corporation