Ecovyst Inc.

04/11/2025 | Press release | Distributed by Public on 04/11/2025 05:08

Material Agreement, Financial Obligation (Form 8-K)

Item 1.01

Entry into a Material Definitive Agreement.

On April 10, 2025, Ecovyst Catalyst Technologies LLC ("Ecovyst LLC"), an indirect, wholly owned subsidiary of Ecovyst Inc., entered into a fifth amendment agreement (the "ABL Amendment") among Ecovyst LLC, Ecovyst Catalyst Technologies UK Limited ("Ecovyst UK" and together with Ecovyst LLC, collectively, the "Borrowers"), Ecovyst Midco II Inc. ("Holdings"), the guarantors party thereto, the replacement lenders party thereto and Citibank, N.A., as administrative agent and collateral agent (the "ABL Agent"), which amends that certain ABL Credit Agreement, dated as of May 4, 2016, by and among the Borrowers, Holdings, the guarantors from time to time party thereto, the ABL Agent, the lenders from time to time party thereto and the other parties from time to time party thereto (as amended by that certain First Amendment Agreement, dated as of March 20, 2020, that certain Second Amendment Agreement, dated as of December 22, 2020, that certain Third Amendment Agreement, dated as of June 9, 2021, and that certain Fourth Amendment Agreement, dated as of February 17, 2023, the "Existing ABL Credit Agreement" and, as amended by the ABL Amendment, the "Amended ABL Credit Agreement").

The ABL Amendment amended the Existing ABL Credit Agreement to, among other things, (a) reallocate all European revolving loan commitments thereunder as United States revolving loan commitments, such that Ecovyst UK is a guarantor but no longer a borrower under the Amended ABL Credit Agreement, (b) extend the maturity date with respect to borrowings under the Amended ABL Credit Agreement by over three years to April 10, 2030 (subject to acceleration under certain circumstances), (c) reduce the interest rate applicable to outstanding revolving loans that bear interest at a rate equal to the forward-looking term rate based on the secured overnight financing rate as administered by the Federal Reserve Bank of New York ("Term SOFR") by removing the credit spread adjustment that was applied to Term SOFR in the Existing ABL Credit Agreement in calculating adjusted Term SOFR and (d) reduce the frequency of borrowing base reporting, field examinations and appraisals (subject to higher frequency under certain circumstances).

The foregoing description of the ABL Amendment is subject to, and qualified in its entirety by, the full text of the ABL Amendment, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-BalanceSheet Arrangement of a Registrant.

The information set forth above under Item 1.01 of this Current Report on Form 8-Kis incorporated by reference into this Item 2.03.