Attached files
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8-K - CURRENT REPORT ON FORM 8-K DATED AUGUST 24, 2017 - HASBRO, INC. | august288k.htm |
Exhibit 10.1
INCREASE SUPPLEMENT
HASBRO, INC.
INCREASE SUPPLEMENT, dated as of August 24, 2017, to the Second Amended and Restated Revolving Credit Agreement, dated as of March 30, 2015 (as amended, restated, supplemented or otherwise modified in writing from time to time, the “Credit Agreement;” the terms defined therein being used herein as therein defined), among Hasbro, Inc., a Rhode Island corporation (the “Company”), Hasbro SA, a corporation organized under the laws of Switzerland and wholly owned subsidiary of the Company (the “Designated Borrower”, together with the Company, the “Borrowers”), the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), L/C Issuer and Swing Line Lender.
1. Pursuant to Section 2.16 of the Credit Agreement, the Company hereby proposes to increase (the “Increase”) the Aggregate Commitments from $700,000,000 to $1,000,000,000.
2. Each of the following Lenders (each, an “Increasing Lender”) has been invited by the Company, and has agreed, subject to the terms hereof, to increase its Commitment as follows:
Name of Lender |
Commitment |
|
|
Bank of America, N.A. |
$ 143,000,000 |
Citibank, N.A. |
$ 143,000,000 |
Citizens Bank, N.A. |
$ 143,000,000 |
SunTrust Bank |
$ 143,000,000 |
The Bank of Nova Scotia |
$ 92,750,000 |
The Bank of Tokyo-Mitsubishi UFJ, LTD. |
$ 92,750,000 |
Sumitomo Mitsui Banking Corporation |
$ 48,500,000 |
Banco Bilbao Vizcaya Argentaria, S.A. New York Branch |
$ 48,500,000 |
The Bank of New York Mellon |
$ 48,500,000 |
Australia and New Zealand Banking Group Limited |
$ 48,500,000 |
The Huntington National Bank |
$ 48,500,000 |
Total |
$1,000,000,000 |
3. Pursuant to Section 2.16 of the Credit Agreement, by execution and delivery of this Increase Supplement, together with the satisfaction of all of the requirements set forth in Section 2.16 (the date of such satisfaction being the Increase Effective Date), each of the Increasing Lenders shall have, on and as of the Increase Effective Date, a Commitment equal to
the amount set forth above next to its name. On and as of the Increase Effective Date, the Commitments and Applicable Percentages set forth on Schedule 2.01 of the Credit Agreement shall be updated and replaced with the Commitments and Applicable Percentages set forth on Schedule 2.01 attached hereto.
IN WITNESS WHEREOF, the parties hereto have caused this INCREASE SUPPLEMENT to be duly executed and delivered by their proper and duly authorized officers as of the day and year first above written.
HASBRO, INC.
By:/s/ Deborah Thomas__________________
Name: Deborah Thomas
Title: Chief Financial Officer
HASBRO, SA
By:/s/ Nigel Hutton______________________
Name: Nigel Hutton
Title: Director
BANK OF AMERICA, N.A., as Administrative Agent
By:/s/ Maurice E. Washington_____________
Name: Maurice E. Washington
Title: Vice President
The Increasing Lenders:
BANK OF AMERICA, N.A.
By:/s/ Nicholas Cheng____________________
Name: Nicholas Cheng
Title: Director
CITIBANK, N.A.
By:/s/ Carolyn Kee_______________________
Name: Carolyn Kee
Title: Vice President
CITIZENS BANK, N.A.
By:/s/ Matthew Possanza_________________
Name: Matthew Possanza
Title: Officer
SUNTRUST BANK
By:/s/ Jason Crowley_____________________
Name: Jason Crowley
Title: Vice President
THE BANK OF NOVA SCOTIA
By:/s/ Michael Grad______________________
Name: Michael Grad
Title: Director
THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.
By:/s/ Maria Iarriccio_____________________
Name: Maria Iarriccio
Title: Director
SUMITOMO MITSUI BANKING CORPORATION
By:/s/ Akira Fujiwara_____________________
Name: Akira Fujiwara
Title: Managing Director
BANCO BILBAO VIZCAYA ARGENTARIA, S.A. NEW YORK BRANCH
By: /s/ Brian Crowley_____________________
Name: Brian Crowley
Title: Managing Director
By:/s/ Cara Younger______________________
Name: Cara Younger
Title: Director
THE BANK OF NEW YORK MELLON
By:/s/ Thomas J. Tarasovich, Jr.____________
Name: Thomas J. Tarasovich, Jr.
Title: Vice President
AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED
By:/s/ Robert Grillo______________________
Name: Robert Grillo
Title: Director
THE HUNTINGTON NATIONAL BANK
By:/s/ Jared Shaner______________________
Name: Jared Shaner
Title: Vice President
SCHEDULE 2.01
COMMITMENTS
AND APPLICABLE PERCENTAGES
Lender |
Commitment |
Applicable Percentage |
Bank of America, N.A. |
$ 143,000,000 |
14.300% |
Citibank, N.A. |
$ 143,000,000 |
14.300% |
Citizens Bank, N.A. |
$ 143,000,000 |
14.300% |
SunTrust Bank |
$ 143,000,000 |
14.300% |
The Bank of Nova Scotia |
$ 92,750,000 |
9.275% |
The Bank of Tokyo-Mitsubishi UFJ, LTD |
$ 92,750,000 |
9.275% |
Sumitomo Mitsui Banking Corporation |
$ 48,500,000 |
4.850% |
Banco Bilbao Vizcaya Argentaria, S.A. New York Branch |
$ 48,500,000 |
4.850% |
The Bank of New York Mellon |
$ 48,500,000 |
4.850% |
Australia and New Zealand Banking Group Limited |
$ 48,500,000 |
4.850% |
The Huntington National Bank |
$ 48,500,000 |
4.850% |
Total |
$1,000,000,000 |
100.00% |