Item 1.02 Termination of a Material Definitive Agreement.
On July 15, 2019, in anticipation of the closing of the transactions contemplated by the Merger Agreement, the Company prepaid all of its indebtedness outstanding under, and terminated each of,
its (i) Term Loan Credit Agreement (the “Term Loan Credit Facility”), dated as of July 18, 2016 (as amended, restated, supplemented or otherwise modified from time to time), by and among Global Brass and Copper, Inc., as the borrower thereunder (the
“Term Loan Borrower”), the Company, as a guarantor thereunder, the other guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent for such lenders (in such capacity, the “Term Loan Agent”) and (ii)
Credit Agreement (the “ABL Credit Facility” and, together with the Term Loan Credit Facility, the “Credit Facilities”), dated as of July 18, 2016 (as amended, restated, supplemented or otherwise modified from time to time), by and among Global Brass
and Copper, Inc., as the borrower thereunder (the “ABL Borrower”), the Company, as a guarantor thereunder, the other guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent for such lenders (in such
capacity, the “ABL Agent”). In connection with the termination of the Credit Facilities, each of the Term Loan Borrower and ABL Borrower repaid all of the outstanding obligations in respect of principal, interest and fees under each of the Credit
Facilities. No prepayment premium or early termination penalties were incurred by the Company or any of its subsidiaries in connection with the termination of the Credit Facilities (other than customary LIBOR breakage fees).
The Term Loan Credit Facility consisted of an initial term loan of $320 million, of which approximately $267.2 million was outstanding as of July 14, 2019, and the ABL Credit Facility consisted
of a $200 million revolving credit facility, of which no borrowings were outstanding and available borrowings were $195.4 million after giving effect to $4.6 million of letters of credit outstanding as of July 14, 2019.The Term Loan Credit Facility
was scheduled to mature in May 29, 2025 and the ABL Credit Facility was scheduled to mature in July 19, 2021. The obligations under each of the Credit Facilities were guaranteed by certain domestic subsidiaries of the Company (the “subsidiary
guarantors”) and were secured by substantially all assets of the Company and the subsidiary guarantors, subject to the terms of the Intercreditor Agreement, dated as of July 18, 2016 by and among the Term Loan Agent, the ABL Agent, Global Brass and
Copper, Inc., the Company and the other guarantors party thereto (as amended, restated, supplemented or otherwise modified from time to time). The obligations of each of the Term Loan Borrower, ABL Borrower and guarantors and all security interests
granted in favor of the secured parties under each of the Credit Facilities were terminated, and released in full in connection with the termination of the Credit Facilities.