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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

 

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

 

Date of report (date of earliest event reported): June 17, 2025

 

Coronado Global Resources Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction
of incorporation)

000-56044

(Commission
File Number)

83-1780608

(IRS Employer
Identification No.)

 

Level 33, Central Plaza One, 345 Queen Street

Brisbane, Queensland, Australia

(Address of principal executive offices)

4000
(Zip Code)

 

Registrant’s telephone number, including area code: (61) 7 3031 7777
 

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:

 

¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨  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(s) Name of each exchange on which
registered
None None None

 

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   ¨

 

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 June 17, 2025 (June 18, 2025 in Australia) (the “Amendment Date”), Coronado Global Resources Inc., a Delaware corporation (the “Company”), Coronado Coal Corporation, a Delaware corporation and a wholly-owned subsidiary of the Company, Coronado Finance Pty Ltd (ACN 628 668 235), an Australian proprietary company and a wholly-owned subsidiary of the Company (an “Australian Borrower”), Coronado Curragh Pty Ltd (ACN 009 362 565), an Australian proprietary company and a wholly-owned subsidiary of the Company (an “Australian Borrower” and, together with the other Australian Borrower, the “Borrowers”), and the other guarantors party thereto (collectively with the Company, the “Guarantors” and, together with Borrowers, the “Loan Parties”), entered into an amendment and restatement of its existing senior secured asset-based revolving credit agreement in an initial aggregate principal amount of US$150 million (the “ABL Facility”) with Global Loan Agency Services Australia Pty Ltd (ACN 608 829 303), as administrative agent (the “Administrative Agent”), Global Loan Agency Services Australia Nominees Pty Ltd (ACN 608 945 008), as collateral agent, and Highland Park XII Pte. Ltd., an affiliate of Oaktree Capital Management, L.P., as lender (the “Lender”). Upon satisfaction of the stipulated conditions precedent to closing under the ABL Facility, the ABL Facility will amend and restate the Company’s existing senior secured asset-based revolving credit agreement, dated May 8, 2023 (as amended and restated from time to time), with The Hongkong and Shanghai Banking Corporation Limited, Sydney branch and DBS Bank Limited, Australian branch, as lenders. The Company intends to use the funds under the ABL Facility to fund its working capital needs and for other general corporate purposes. The conditions precedent under the ABL Facility need to be satisfied (or waived) on or before the date that falls 30 days after the Amendment Date, or such later date as agreed between the Company and the Lender under the ABL Facility.

 

The ABL Facility will mature three years after the closing date under the ABL Facility, being the date that the Administrative Agent confirms to the Company that all conditions precedent under the ABL Facility have been satisfied or waived (the “Closing Date”). The ABL Facility provides for up to US$150 million in borrowings. Availability under the ABL Facility is limited to an eligible borrowing base, determined by applying customary advance rates to eligible accounts receivable and inventory.

 

The ABL Facility is guaranteed by the Guarantors. Amounts outstanding under the ABL Facility are secured by (i) a first-priority lien in all floating assets of the Guarantors including but not limited to cash, deposit accounts, securities accounts, commodities accounts, accounts receivable and other rights to payment, inventory, intercompany loans and advances (collectively, the “ABL Collateral”) and (ii) a second-priority lien on substantially all of the assets of the Guarantors (other than ABL Collateral).

 

Borrowings under the ABL Facility bear interest of 15% per annum (with a 9% per annum commitment fee payable on undrawn amounts during the first year) and are subject to an interest make-whole, payable on any refinance or prepayment during the first 18 months after the Closing Date.

 

The ABL Facility contains customary representations and warranties and affirmative and negative covenants including, among others, a covenant regarding the maintenance of leverage ratio that is to be tested quarterly, a covenant regarding the maintenance of interest coverage ratio that is to be tested quarterly, covenants relating to the payment of dividends, or purchase or redemption of, with respect to any equity interests of the Company or any of its subsidiaries, covenants relating to financial reporting, covenants relating to the incurrence of liens or encumbrances, covenants relating to the incurrence or prepayment of certain debt, compliance with laws, use of proceeds, maintenance of properties, maintenance of insurance, payment obligations, financial accommodation, mergers and sales of all or substantially all of the assets of the Loan Parties’ and limitations on changes in the nature of the Loan Parties’ business. 

 

 

 

 

The ABL Facility provides for customary events of default, including, among other things, the event of nonpayment of principal, interest, fees, or other amounts, a representation or warranty proving to have been materially incorrect when made, failure to perform or observe certain covenants within a specified period of time, a cross-default to certain material indebtedness, the bankruptcy or insolvency of the Company and certain of its subsidiaries, monetary judgment defaults of a specified amount, invalidity of any loan documentation, and ERISA defaults resulting in liability of a material amount and a two notch downgrade of the credit rating by S&P or Moody’s in respect of a Loan Party which applies as at the Closing Date or delisting or a trading halt in respect of such Loan Party for more than 10 business days. In the event of a default by the Borrowers (beyond any applicable grace or cure period, if any), the Administrative Agent may and, at the direction of the Lender, shall declare all amounts owing under the ABL Facility immediately due and payable, terminate the Lender’s commitment to make loans under the ABL Facility and/or exercise any and all remedies and other rights under the ABL Facility. For certain defaults related to insolvency and receivership, the commitments of the Lender will be automatically terminated and all outstanding loans and other amounts will become immediately due and payable. A review event will occur under the ABL Facility if any one or more of the following occurs: (a) downgrade of the credit rating by S&P or Moody’s in respect of a Loan Party which applies as at the Closing Date; or (b) delisting of any listed Loan Party from the relevant stock exchange on which it was listed or a trading halt in respect of such Loan Party for more than 5 business days. Following the occurrence of a review event, the Borrowers must promptly meet and consult in good faith with the Administrative Agent and the Lender to agree on a strategy to address the relevant review event. If, at the end of a period of 10 business days after the occurrence of the review event, the Lender is not satisfied with the result of their discussion or meeting with the Borrowers or do not wish to continue to provide their commitments, the Lender may declare all amounts owing under the ABL Facility to be prepaid within another 20 business days.

 

Item 2.03.Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

The terms of the ABL Facility are summarized in Item 1.01 of this Current Report on Form 8-K and are incorporated into this Item 2.03 by reference.

 

 

 

 

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.

 

  Coronado Global Resources Inc.
   
  By: /s/ Barend van der Merwe
  Name: Barend van der Merwe
  Title: Chief Financial Officer
   
  Date: June 17, 2025