Business Context and Reporting Period
This Form 8-K filing by Evercore Partners Inc. (Evercore) reports events occurring on June 23, 2016, and June 24, 2016. The report details the entry into a new material definitive agreement and the termination of a prior borrowing arrangement to support working capital and general corporate purposes.
Key Financial Metrics and Debt Structure
- New Facility: A revolving credit facility of up to $30.0 million with PNC Bank, National Association.
- Borrowing Base: The available amount is subject to a borrowing base calculated as a percentage of eligible receivables.
- Interest Rate: Variable rate based on the lender's publicly announced prime rate.
- Maturity: June 23, 2017, subject to extension.
- Collateral: Secured by the Borrower's accounts receivable and certain assets of Evercore Group L.L.C. (EGL).
- Guarantors: Obligations are guaranteed by Evercore LP and Evercore Group Holdings L.P.
Material Changes Versus Prior Period
On June 23, 2016, Evercore repaid in full and terminated its existing loan agreement with First Republic Bank, which was originally dated June 27, 2013. This termination coincided with the execution of the new $30.0 million facility with PNC Bank effective June 24, 2016.
Covenants, Risks, and Management Commentary
- Debt Covenants: The agreement prohibits the Borrower, the Company, and subsidiaries from incurring other indebtedness, subject to specified exceptions.
- Zero-Balance Requirement: The Borrower must reduce the outstanding loan balance to zero for 30 consecutive days at least once between closing and the expiration date, and annually thereafter if extended.
- Reporting: The agreement includes standard reporting covenants.
- Fees: Customary closing costs and fees were paid upon execution.
Note: This filing does not provide specific revenue, profit, cash flow, or margin data for the reporting period.
Key Facts for Investor Verification
- Verify the specific percentage of eligible receivables used to calculate the borrowing base under the new PNC agreement.
- Confirm the exact amount of "customary closing costs and fees" paid to PNC Bank.
- Review the "specified exceptions" in the debt covenants that allow for additional indebtedness.
- Monitor the company's ability to meet the covenant requiring a zero-balance period for 30 consecutive days.