Business Context and Reporting Period
Company: Core & Main, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: December 17, 2024
Event: Execution of a Fifth Amendment to the Company's existing Credit Agreement by Core & Main LP, an indirect wholly owned subsidiary.
Key Financial Metrics and Debt Structure
This filing details a refinancing transaction rather than operational financial results. Key debt metrics include:
- New Borrowing: Approximately $744 million in Specified Refinancing Term Loans (Tranche E Term Loans).
- Supplemental Borrowing: $200 million in Supplemental Term Loans.
- Interest Rate (Tranche E): Floating rate based on SOFR (floor 0.00%) + 2.00% margin, or Alternate Base Rate + 1.00% margin.
- Maturity Date: February 9, 2031.
- Amortization: 0.25% of the aggregate initial principal amount per annum in nominal quarterly installments.
Material Changes and Use of Proceeds
The Fifth Amendment facilitates a significant restructuring of the Company's term loan facilities. Proceeds from the new Tranche E Term Loans, combined with cash on hand, borrowings under the Senior ABL Agreement, and the $200 million Supplemental Term Loans, will be used to:
- Repay outstanding Tranche C Term Loans not exchanged for Tranche E Term Loans.
- Repay a portion of outstanding Tranche D Term Loans.
- Cover fees, costs, and expenses associated with the transaction.
Guidance, Outlook, and Risks
Management Commentary: The filing indicates the amendment was necessary to reflect the incurrence of new term loans and to facilitate the repayment of existing tranches. No specific operational guidance or outlook is provided in this document.
Risks and Contingencies: The filing notes that the description of the amendment is qualified in its entirety by reference to the full Fifth Amendment agreement (Exhibit 10.1). The filing does not explicitly list new risks beyond the standard obligations of the amended credit agreement.
Investor Verification Checklist
- Verify the exact amount of Tranche C and Tranche D Term Loans repaid versus exchanged.
- Review the full text of the Fifth Amendment (Exhibit 10.1) for specific covenants and prepayment penalties.
- Confirm the impact of the new interest rate margins on future interest expense compared to the prior credit agreement terms.
- Assess the remaining capacity under the Senior ABL Agreement utilized in this transaction.