Willdan Group gets amended, restated $200 million credit agreement

By Sarah Lizee

Olympia, Wash., July 2 – Willdan Group, Inc. amended and restated its credit agreement on June 26, providing for an up to $100 million term loan A, up to $50 million in delayed-draw term loans and a $50 million revolver, according to an 8-K filing with the Securities and Exchange Commission.

The credit agreement amends and restates the company’s prior credit agreement due Oct. 1, 2023.

The company may borrow under the delayed-draw term loan any time and from time to time until June 26, 2022, provided that each borrowing must be a minimum of $10 million, the company may not make more than five borrowings, and any borrowings will permanently reduce future borrowing capacity.

Also, the company’s consolidated total leverage ratio must be no greater than 0.25x less than the consolidated total leverage ratio covenant compliance level in effect at the time of such borrowing.

The company may request lenders to add incremental term loans or increase the revolving commitments by an aggregate amount of up to $100 million.

Loans under the credit agreement bear interest at Libor plus 112.5 basis points to 200 bps, based on the company’s consolidated total leverage ratio. Interest is initially Libor plus 200 bps.

Letters of credit will bear interest at Libor plus 84 bps to 150 bps, with the initial margin set at 150 bps.

The revolver and delayed-draw term loan have commitment fees that range from 15 bps to 35 bps, with the initial fees set at 35 bps.

The term loan A will amortize quarterly in installments of $2.5 million beginning with the fiscal quarter ending Sept. 27, 2019, with a final payment of all then remaining principal and interest due on the maturity date of June 26, 2024.

Any delayed-draw term loan will amortize quarterly in an amount equal to 2.5% of the aggregate outstanding borrowings, beginning with the first full fiscal quarter ending after the initial borrowing date, with a final payment of all then remaining principal and interest due on the maturity date of June 26, 2024.

As of June 26, $100 million was outstanding under the term loan A, no amounts were outstanding under the revolver, no amounts were outstanding under the delayed-draw term loan and $2.7 million in letters of credit were issued.

The company intends to use the proceeds for, among other things, general corporate purposes, which may include the repayment of debt and to fund the purchase price of future acquisitions, including the acquisition of substantially all of the assets of Onsite Energy Corp. and related transaction expenses.

BMO Capital Markets Corp. and MUFG Union Bank, NA are the joint lead arrangers and joint bookrunners. MUFG is the syndication agent. BMO Harris Bank, NA is the administrative agent.

Willdan is an Anaheim, Calif., provider of professional technical and consulting services to utilities, government agencies and private industry.

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