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(State
or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
i4400 Cox Road, Suite 110
iGlen
Allen,iVirginiai23060
(Address, including zip code, of Principal Executive Offices)
(i888)
i482-8068
Registrant’s telephone number, including area code
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
i☐ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
i☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name
of exchange on which registered
iCommon Stock
iASGN
iNYSE
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to
Section 13(a) of the Exchange Act. ☐
Item 1.01. Entry into a Material Definitive Agreement.
On March 13, 2024, ASGN Incorporated (the “Company”) entered into a First Amendment to Third Amended and Restated Credit Agreement (the “Amendment”) with Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto. The Amendment amends the Company’s Third Amended and Restated Credit Agreement, dated as of August 31, 2023
(as amended from time to time, including pursuant to the Third Amendment, the “Credit Agreement”).
Among other things, the Amendment refinances the Company’s existing term loans with a refinancing term loan in an initial principal amount of $498,750,000. The refinancing term loan will bear interest at a floating rate, which can be either, at the Company’s option, (a) adjusted Term SOFR plus an applicable margin of 1.75% per annum or (b) an alternate base rate plus an applicable margin of 1.00% per annum. A voluntary prepayment of the refinancing term loan on or prior to the date that is one hundred eighty days after the date of the Amendment as a result of a repricing transaction (subject to customary exclusions
for a change of control or transformative acquisition) will incur a call premium equal to 1.00% of the principal amount of the refinancing term loan that is subject to such repricing transaction. The Company is required to make quarterly amortization payments on the refinancing term loan in the amount of $1,250,000.
The refinancing of the Company’s term loan has resulted in a reduction of ASGN’s interest rate by 50 basis points per year. Not including applicable fees related to the refinancing, ASGN expects to save approximately $2.5 million in annual interest fees.
The foregoing description of the Amendment is only a summary and is qualified
in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
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SIGNATURE
Pursuant
to the requirements of the Securities and Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
