SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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|Item 1.01||Entry into a Material Definitive Agreement.|
On February 19, 2021, Fluor Corporation (the “Corporation”) amended and restated its existing credit facilities (the “Prior Facilities”) by entering into the $1,650,000,000 Second Amended and Restated Revolving Loan and Letter of Credit Facility Agreement dated as of February 19, 2021 among the Corporation, BNP Paribas, as Administrative Agent and an Issuing Lender, Bank of America, N.A., as Syndication Agent, Citibank, N.A. and Wells Fargo Bank, National Association, as Co-Documentation Agents, and the lenders party thereto (the “Amended Credit Facility”).
The Amended Credit Facility amends the Prior Facilities by: (i) terminating the Prior Facilities; (ii) removing Fluor B.V. as a potential borrower under the Amended Credit Facility; and (iii) containing customary financial and restrictive covenants, including a debt-to-capitalization ratio that cannot exceed 0.65 to 1.00, a limitation on the aggregate amount of debt of the greater of $750 million or €750 million for our subsidiaries, and a minimum liquidity threshold, defined as cash and marketable securities not related to variable interest entities plus the amount available for revolving loan advances under the Amended Credit Facility, of $1.5 billion, which may be reduced to $1.25 billion upon the repayment of debt.
The foregoing description of the amendments made to the Prior Facilities through the execution of the Amended Credit Facility does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amended Credit Facility, a copy of which will be filed with the Corporation’s 2020 annual report on Form 10-K.
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.
|Date: February 25, 2021||FLUOR CORPORATION|
|By:||/s/ John R. Reynolds|
|John R. Reynolds|
|Executive Vice President, Chief Legal Officer and Secretary|