Metals USA, Inc., together with its subsidiaries, provides processed carbon steel, stainless steel, aluminum, red metals, manufactured metal components, and inventory management services in the United States and Canada. The company’s Flat Rolled and Non-Ferrous segment processes and sells flat rolled carbon and stainless steel, aluminum, brass, and copper through 27 metal service centers located primarily in the mid-western and southern regions of the United States. It also offers processing services, such as precision blanking, slitting, shearing and cutting-to-length, punching, and leveling. This segment offers its products and services to customers in the electrical and appliance manufact...
2400 East Commercial Boulevard
Fort Lauderdale, FL 33308
Flag Intermediate Holdings Corporation and Metals USA, Inc. Enter into Credit Agreement with Certain Lenders and Credit Suisse AG
Dec 19 12
Flag Intermediate Holdings Corporation and Metals USA, Inc. entered into a Credit Agreement with certain lenders and Credit Suisse AG, as administrative agent. Each of Flag Intermediate and Metals USA is a wholly-owned subsidiary of Metals USA Holdings Corp. The Credit Agreement provides for a new seven year senior secured term loan to Metals USA in the amount of $225 million. The Term Loan will amortize in equal quarterly installments during its term, commencing on March 31, 2013, in an aggregate annual amount equal to 1.00% of the original principal amount of the Term Loan with the remainder due at maturity. The Term Loan bears interest, at Metals USA’s election, at an annual rate of either (1) the greater of a base rate and 2.25%, plus a margin of 4.00% or (2) the greater of LIBOR and 1.25%, plus a margin of 5.00%. The Term Loan was issued at an original issue discount of 1.00%. Metals USA are the borrower under the Credit Agreement. All of Metals USA’s obligations under the Credit Agreement are and will be guaranteed by Flag Intermediate and all of Metals USA’s existing and future domestic subsidiaries, except as provided in the Credit Agreement. The Credit Agreement contains certain customary negative covenants that limit or restrict the ability of Metals USA and certain of its subsidiaries to take certain actions. Subject to specified exceptions, these covenants limit the ability of Metals USA and certain of its subsidiaries to, among other things, incur indebtedness; create liens and encumbrances; make acquisitions and investments; dispose of or transfer assets; pay dividends or make other payments in respect of their capital stock; engage in transactions with affiliates; and change their business. Among other exceptions to these covenants, the Credit Agreement includes a $15 million annual dividend basket in order to permit the distribution of funds by Metals USA to the Company for the payment of the company’s previously announced regular quarterly dividend on the Company’s common stock, subject to declaration by the company’s board of directors. The Credit Agreement also contains customary affirmative covenants requiring, among other things, maintenance of corporate existence, licenses, properties and insurance; compliance with laws, payment of taxes and performance of other material obligations; and delivery of financial and other information to the lenders under the Credit Agreement. The Credit Agreement contains customary mandatory prepayment provisions, including a requirement to, subject to certain exceptions, prepay the Term Loan using (1) 100% of the net cash proceeds of any non-ordinary course of business asset sales that are not re-invested in the business of the Company as permitted by the Credit Agreement and (2) 50% (subject to reduction to 25% or 0% if Metals USA achieves certain leverage targets) of annual excess cash flow, as defined in the Credit Agreement. The Credit Agreement permits voluntary prepayments of the Term Loan subject to certain restrictions.