Medpace(US:MEDP)2025-04-21 20:15Loan Agreement Details - The Borrower, Medpace, Inc., has executed an amended and restated revolving line of credit note in the maximum principal amount of $600,000,000[19]. - The previous amount of the line of credit was amended from $10,000,000 to $600,000,000[19]. - The expiration date for the revolving line of credit is set for April 30, 2027[27]. - The Borrower confirms that all representations and warranties in the loan documents are true and correct as of the date of the amendment[5]. - The Borrower has no events of default existing under any loan document that will not be cured by the execution of this amendment[5]. - The Borrower is required to pay all fees and expenses incurred by the Bank in connection with this amendment, including reasonable attorneys' fees[7]. - The amendment allows for electronic records and signatures for communications related to the loan documents[10]. - The Borrower confirms that any collateral for the obligations remains unimpaired and in full force and effect[6]. - The Guarantor, Medpace Intermediateco, Inc., consents to the amendment and confirms that its obligations remain unimpaired[21]. - The amendment is legally binding and enforceable in accordance with its terms[5]. Interest Rate and Fees - The Base Rate is defined as the highest of the Prime Rate, Overnight Bank Funding Rate plus 50 basis points, or Daily Simple SOFR plus 100 basis points, with a Floor set at zero[31]. - The Daily Simple SOFR is calculated based on the SOFR for the day two Business Days prior, adjusted for the SOFR Reserve Percentage, and rounded to the nearest 1/100th of 1%[34]. - The Default Rate is capped at the lesser of the sum of 3% plus the current interest rate or the Maximum Rate allowed by law[35]. - The Maximum Rate is defined as the highest interest rate permissible under applicable law, ensuring that the effective interest rate does not exceed this limit[35]. - The Bank will charge a late fee of the lesser of 5% of the payment amount or $100 if the Borrower fails to make a payment within 15 calendar days[60]. - The Default Rate will apply to amounts outstanding under the Note upon maturity or if an Event of Default occurs, reflecting increased credit risk to the Bank[60]. - Interest will be calculated based on the actual number of days the principal is outstanding over a year of 360 days[51]. Borrower Rights and Obligations - The Borrower can request advances by providing notice to the Bank by 11:00 a.m. Pittsburgh time, with specific timelines depending on the interest rate option selected[48]. - The Borrower has the right to prepay any outstanding amounts at any time, subject to break funding indemnification[61]. - The Borrower agrees to indemnify the Bank against any liabilities or losses incurred due to the Borrower's failure to make timely payments or other obligations[69]. - The Borrower must provide written evidence justifying any demand for increased costs due to regulatory changes[62]. - The Borrower authorizes the Bank to charge its deposit account for any payment due under the Note[59]. Default and Acceleration - An Event of Default includes nonpayment of principal or interest, bankruptcy proceedings, or any material adverse change in the Borrower's financial condition[65]. - The Bank may accelerate the outstanding principal and accrued interest upon the occurrence of an Event of Default[67]. - The Borrower must pay all direct costs incurred by the Bank due to any Change in Law affecting the Facility[62]. - The Bank has a contractual right of setoff against the Borrower's deposits and other property in its possession[68]. Benchmark and Regulatory Changes - The Bank has the right to make technical changes to reflect the adoption of SOFR or other benchmarks without further action from the Borrower[52]. - If a Benchmark Transition Event occurs, the Bank may replace the existing benchmark with a Benchmark Replacement without requiring Borrower consent[54]. - The term "Business Day" excludes weekends and legal holidays when banks are closed in Pittsburgh, Pennsylvania[32]. - The SOFR Reserve Percentage is the maximum effective percentage prescribed by the Federal Reserve for determining reserve requirements related to SOFR funding[41].