Entry into a Material Definitive Agreement.
On August 29, 2022, Avient Corporation (“Avient”) entered into
the Amendment Agreement No. 7 (the “Term Loan Amendment”)
relating to the Credit Agreement, dated as of November 12,
2015, by and among Avient, Citibank, N.A., as administrative agent,
and the lenders party thereto (as amended, restated, amended and
restated, supplemented or otherwise modified prior to the date
hereof, and as further amended by the Term Loan Amendment, the
“Credit Agreement”), with Citibank, N.A., as administrative agent
(the “Agent”), and the other agents and lenders named therein.
Pursuant to the Term Loan Amendment, Avient, among other things,
incurred a new tranche of additional term loans (the “New Term
Loans”) in an aggregate principal amount equal to
$575 million. The New Term Loans were fully drawn on
August 29, 2022. The interest rates per annum applicable to
the New Term Loans will be either (i) Adjusted Term SOFR (as
defined in the Term Loan Amendment) plus 3.25% or (ii) a Base
Rate (as defined in the Term Loan Amendment) plus 2.25%. The other
terms and conditions, including the maturity date, that apply to
the New Term Loans are substantially the same as the terms and
conditions that applied to the existing term loans under the Credit
Agreement immediately prior to the Term Loan Amendment.
The lenders and agents or their affiliates under the Term Loan
Amendment have in the past provided, and may in the future provide,
advisory and other services to, or engage in transactions with,
Avient and receive customary compensation therefor.
The above summary of the Term Loan Amendment is qualified in its
entirety by reference to the Term Loan Amendment, which is attached
hereto as 10.1, and is incorporated herein by reference.
Completion of Acquisition or Disposition of Assets.
As previously disclosed, on June 23, 2022, Avient and
Koninklijke DSM N.V., a public limited liability company
incorporated under the laws of the Netherlands (“Seller”), entered
into a Sale and Purchase Agreement (the “Purchase Agreement”),
which provides for, among other things, Avient’s acquisition from
Seller of (a) all of the equity of DSM Protective Materials
International B.V., a private limited liability company organized
under the laws of the Netherlands, DSM Protective Materials B.V., a
private limited liability company organized under the laws of the
Netherlands, and DSM Protective Materials LLC, a Delaware limited
liability company, and (b) certain other assets related to
Seller’s protective materials business (such equity and assets
together, the “DPM Business”) (such acquisition of the DPM
Business, the “Acquisition”).
On September 1, 2022 (the “Completion Date”), upon the terms
and subject to the conditions set forth in the Purchase Agreement,
the Acquisition was completed.
Creation of a Direct Financial Obligation or an Obligation under an
Obligation of a Registrant.
The information set forth in Item 1.01 is incorporated herein by
On the Completion Date, Avient issued a press release announcing
the completion of the Acquisition. A copy of the press release is
attached as Exhibit 99.1 to this Current Report on Form
8-K and is incorporated by
Financial Statements and Exhibits.
(a) Financial Statement of Business Acquired.
Avient previously provided the financial statements required by
Item 9.01(a) of Form 8-K as
Exhibit 99.1 to its Current Report on Form 8-K filed on August 3, 2022.
(b) Pro Forma Financial Information.