SEC Table of Contents

FORM 8-K

RPM INTERNATIONAL INC/DE/ filed this form 8-K on 11/06/2018


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Subdocument 1 8-K - FORM 8-K
Page 1 UNITED STATES
Page 2 N/A
Page 3 Item 9.01 Financial Statements and Exhibits.
Page 4 SIGNATURE

Subdocument 2 EX-10.1 - EX-10.1
Page 1 Exhibit 10.1
Page 2 TABLE OF CONTENTS
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Page 4 LIST OF SCHEDULES AND EXHIBITS
Page 5 EXHIBIT
Page 6 CREDIT AGREEMENT
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Page 14 mean the Borrowers which are organized under the laws of the United States of America, any State the
Page 15 Reference Currency ) which is to be computed as an equivalent amount of another currency (the Equiva
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Page 17 CDOR Rate ) as determined by the Administrative Agent, equal to the arithmetic average rate applicab
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Page 24 the Letters of Credit, the Administrative Agent s Letter or any other Loan Document whether to the A
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Page 33 shall mean that portion of a Loan which can be used by a Swiss Borrower under this Agreement.
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Page 36 Increasing Lender ) or (2) one or more new lenders (each a New Lender ) join this Agreement and prov
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Page 38 Swing Loans ) to the Borrowers at any time or from time to time after the date hereof to, but not in
Page 39 Commitment Fee ) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365
Page 40 Loan Request ), it being understood that the Administrative Agent may rely on the authority of any i
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Page 42 Cash Management Agreements ) to the extent of the daily aggregate net negative balance in the Compan
Page 43 Standby Letter of Credit ) or Commercial Letter of Credit (each a Letter of Credit ) which may be de
Page 44 Letter of Credit Fee ) equal to the Applicable Letter of Credit Fee Rate on the daily amount availab
Page 45 Reimbursement Obligation ) the Issuing Lender prior to 12:00 noon on each date that an amount is pai
Page 46 Letter of Credit Borrowing ) in Dollars in the amount of such drawing (and, if the Letter of Credit
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Page 50 Order ) and honor any drawing in connection with any Letter of Credit that is the subject of such Or
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Page 52 [Commitment Fees] (it being understood that the portion of a Defaulting Lender s Commitment attribut
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Page 72 U.S. Tax Compliance Certificate ) and (y) executed originals of IRS Form W-8BEN; or
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Page 74 Required Share ). On such Settlement Date, each Lender shall pay to the Administrative Agent the amo
Page 75 Original Currency ) into another currency (the Other Currency ), the parties hereby agree, to the fu
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Page 77 Statements ) have been prepared in accordance with GAAP consistently applied. The Statements fairly
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Page 85 Investments ), except:
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Page 87 Increased Net Leverage Ratio Period ); provided, further, that there shall be at least four fiscal q
Page 88 Compliance Certificate ) of the Company signed by a Senior Officer, in the form of Exhibit 8.3.3.
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Page 96 Removal Effective Date ), then such removal shall nonetheless become effective in accordance with su
Page 97 Administrative Agent s Fee ) under the terms of a letter (the Administrative Agent s Letter ) betwee
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Page 100 Non-Consenting Lender ), then the Borrowers shall have the right to replace any such Non-Consenting
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Page 102 Indemnitee ) against, and hold each Indemnitee harmless from, any and all losses, claims, damages, l
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Page 107 Participant ) in all or a portion of such Lender s rights and/or obligations under this Agreement (i
Page 108 Participant Register ); provided that no Lender shall have any obligation to disclose all or any por
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Page 110 ICC ) at the time of issuance ( UCP ) or the rules of the International Standby Practices (ICC Publi
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Page 113 Lender Parties ), may have economic interests that conflict with those of the Borrowers, their Subsi
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Page 115 [SIGNATURE PAGES FOLLOW]
Page 116 [SIGNATURE PAGE TO CREDIT AGREEMENT]
Page 117 [SIGNATURE PAGE TO CREDIT AGREEMENT]
Page 118 [SIGNATURE PAGE TO CREDIT AGREEMENT]
Page 119 [SIGNATURE PAGE TO CREDIT AGREEMENT]
Page 120 [SIGNATURE PAGE TO CREDIT AGREEMENT]
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Page 127 [SIGNATURE PAGE TO CREDIT AGREEMENT]
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Page 129 [SIGNATURE PAGE TO CREDIT AGREEMENT]
Page 130 [SIGNATURE PAGE TO CREDIT AGREEMENT]
Page 131 [SIGNATURE PAGE TO CREDIT AGREEMENT]
Page 132 [SIGNATURE PAGE TO CREDIT AGREEMENT]
Page 133 SCHEDULE 1.1(A)
Page 134 SCHEDULE 1.1(B)
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Page 137 SCHEDULE 1.1(B)
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Page 147 Schedule 8.2.4
Page 148 EXHIBIT 1.1(A)
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Page 152 RPM INTERNATIONAL INC.
Page 153 ANNEX 1
Page 154 without regard to its conflict of laws principles.
Page 155 EXHIBIT 1.1(B)
Page 156 [SIGNATURE PAGE FOLLOWS]
Page 157 [SIGNATURE PAGE - BORROWER JOINDER AND ASSUMPTION AGREEMENT]
Page 158 EXHIBIT 1.1(L)
Page 159 [SIGNATURE PAGE FOLLOWS]
Page 160 [SIGNATURE PAGE TO LENDER
Page 161 [ACKNOWLEDGEMENT TO LENDER JOINDER AND ASSUMPTION AGREEMENT]
Page 162 [SIGNATURE PAGE TO LENDER
Page 163 [SIGNATURE PAGE TO LENDER
Page 164 [SIGNATURE PAGE TO LENDER
Page 165 SCHEDULE 1.1(B)
Page 166 SCHEDULE 1
Page 167 EXHIBIT 1.1(N)(1)
Page 168 [Construction] of the Credit Agreement shall apply to this Revolving Credit Note.
Page 169 [SIGNATURE PAGE 1 OF 3 TO REVOLVING CREDIT NOTE]
Page 170 [SIGNATURE PAGE 2 OF 3 TO REVOLVING CREDIT NOTE]
Page 171 [SIGNATURE PAGE 3 OF 3 TO REVOLVING CREDIT NOTE]]
Page 172 EXHIBIT 1.1(N)(2)
Page 173 [Construction] of the Credit Agreement shall apply to this Swing Loan Note.
Page 174 [SIGNATURE PAGE 1 OF 3 TO SWING LOAN NOTE]
Page 175 [SIGNATURE PAGE 2 OF 3 TO SWING LOAN NOTE]
Page 176 [SIGNATURE PAGE 3 OF 3 TO SWING LOAN NOTE]
Page 177 NEW Loan Notice
Page 178 [SIGNATURE PAGE TO LOAN REQUEST REVOLVING CREDIT LOAN]
Page 179 PNC Bank, National Association, as Administrative Agent
Page 180 EXHIBIT 8.3.3
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Page 182 N/A
Page 183 [SIGNATURE PAGE FOLLOWS]
Page 184 SIGNATURE PAGE - QUARTERLY COMPLIANCE CERTIFICATE

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