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Published on 10/24/2014 in the Prospect News Bank Loan Daily.

Global Partners amends revolver to accommodate Warren transaction

By Marisa Wong

Madison, Wis., Oct. 24 – Global Partners LP entered into a second amendment on Oct. 20 to its second amended and restated credit agreement dated Dec. 16, 2013 to add a borrower and increase the revolver commitment, according to an 8-K filing with the Securities and Exchange Commission.

The amendment is in connection with Global Partners’ planned acquisition of Warren Equities Inc.

Under the amendment, Warren is required to be joined as a borrower under the credit agreement and subsidiaries of Warren are required to be joined as guarantors once the acquisition closes.

The amendment also provides for an increase in the total revolver commitment in the amount of either $75 million or $150 million, at the option of the borrowers. The option will terminate at the earliest of (a) the date that the acquisition is completed, (b) the date that the borrowers notify administrative agent Bank of America, NA that the acquisition will not be completed and (c) Feb. 15.

If the option has not been exercised or terminated by Jan. 15, the borrowers will pay a ticking fee of 50 basis points (calculated based on the $150 million commitment increase, regardless of whether the borrowers opt to increase commitments by $150 million, $75 million or not at all) for the period from Jan. 15 until the earlier of (a) completion of the acquisition, (b) the date the revolver commitment is increased and (c) termination of the option.

Additionally, the amendment revises the definition of combined EBITDA for purposes of calculating the combined interest coverage ratio and the combined senior secured leverage ratio, such that combined EBITDA will be adjusted to give effect to the acquisition.

The amendment also eliminates the $400 million limit on senior unsecured debt and subordinated debt.

The amendment modifies other provisions and definitions of the credit agreement as well.

Global Partners Waltham, Mass.-based midstream oil and gas company.


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