UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
Reference is made to that certain Term Loan Credit Agreement, dated as of March 4, 2022, by and among ProFrac Holdings II, LLC, as borrower (“ProFrac II LLC”), ProFrac Holdings, LLC, as a guarantor (“ProFrac Holdings”), the lenders and other guarantors party thereto, and Piper Sandler Finance LLC, as the agent and collateral agent for the lenders (as amended by the First Amendment to Term Loan Credit Agreement, dated as of July 25, 2022, the Second Amendment, Consent and Limited Waiver to Term Loan Credit Agreement, dated as of November 1, 2022, and the Third Amendment, Consent and Limited Waiver to Term Loan Credit Agreement, dated as of December 30, 2022, the “Amended Term Loan Agreement”). The material terms of the Amended Term Loan Agreement have previously been described in ProFrac Holding Corp.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, filed with the Securities and Exchange Commission (“SEC”) on June 24, 2022, and Current Reports on Form 8-K filed with the SEC on July 29, 2022, November 1, 2022, and January 6, 2023, and such descriptions are incorporated herein by reference.
On January 20, 2023, certain of the existing and new term lenders under the Amended Term Loan Agreement funded ProFrac II LLC’s request for $70 million of Delayed Draw Term B Loans (as defined in the Amended Term Loan Agreement) (the “Second Term B Loan Delayed Draw”). After giving effect to the Second Term B Loan Delayed Draw, there was approximately $669 million outstanding under the Amended Term Loan Agreement, and no additional amount of Delayed Draw Term B Loans were available thereunder.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PROFRAC HOLDING CORP. | ||
| By: | /s/ Lance Turner | |
| Name: | Lance Turner | |
| Title: | Chief Financial Officer | |
Date: January 23, 2023