8-K

AUTOLIV INC (ALV)

8-K 2022-05-25 For: 2022-05-23
View Original
Added on April 12, 2026

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): May 23, 2022

Autoliv, Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-12933 51-0378542
(State or other jurisdiction<br> <br>of incorporation) (Commission<br> <br>File Number) (IRS Employer<br> <br>Identification No.)
Klarabergsviadukten 70, Section B, 7^th^ Floor,
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Box 70381,
SE-107 24, Stockholm, Sweden
(Address and Zip Code of principal executive offices)

+46 8 587 20 600

(Registrant’s telephone number, including area code)

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 (seeGeneral Instruction A.2. below):

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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br> <br>Symbol(s) Name of each exchange<br> <br>on which registered
Common stock, $1.00 par value ALV New York Stock Exchange

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 May 23, 2022, Autoliv, Inc. (the “Company”), together with its wholly owned subsidiary, Autoliv ASP, Inc., entered into a new Credit Agreement (the “New Credit Agreement”) with 11 banks: Citibank Europe Plc, Mizuho Bank, Ltd., Skandinaviska Enskilda Banken AB (publ), Bank of China (Europe) S.A. Stockholm Branch, JPMorgan Chase Bank, N.A., London Branch, MUFG Bank, Ltd., ING Belgium SA/NV, BNP Paribas SA, Bankfilial Sverige, Morgan Stanley Bank, N.A., Wells Fargo Bank International UC, and The Northern Trust Company, in order to refinance its existing $1.1 billion revolving credit facility agreement, dated July 14, 2016, among the Company, Autoliv ASP, Inc., Autoliv AB, Skandinaviska Enskilda Banken AB (publ), and the other parties and lenders named therein (the “Existing Credit Agreement”), maturing in July 2023. Under the New Credit Agreement, Skandinaviska Enskilda Banken AB (publ) serves as the facility agent.

The New Credit Agreement provides for a US$1.1 billion multi-currency revolving credit facility (the “Facility”) that matures on May 23, 2027, but, subject to the banks’ approval, can be extended by the Company for up to two additional years. Under the terms of the New Credit Agreement, the Company will pay a commitment fee on the undrawn amount of 0.14875% per annum, representing 35% of the applicable margin, which depends on the Company’s credit ratings and is currently 0.425%. The Company may during a period of up to five years draw loans of varying maturities, and any amounts drawn by the Company under the Facility will be used for general corporate purposes. The Facility is guaranteed by Autoliv ASP, Inc. As with all of the existing principal debt arrangements of the Company, the New Credit Agreement does not contain any financial covenants but does include customary events of default. As of May 23, 2022, no borrowings were drawn under the Facility.

The foregoing description of the New Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the New Credit Agreement, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the period ending June 30, 2022.

In addition, on May 23, 2022, the Company issued a press release announcing the entry into the New Credit Agreement. A copy of the press release is filed as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 1.02 Termination of a Material Definitive Agreement

Effective May 23, 2022 and in connection with the execution of the New Credit Agreement described in Item 1.01 of this report, the Existing Credit Agreement was terminated and the related commitments thereunder were cancelled.

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

The information set forth in Item 1.01 of this report is hereby incorporated by reference under this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d) EXHIBITS

99.1 Press Release of Autoliv, Inc. dated May 23, 2022

EXHIBIT INDEX

Exhibit<br> <br>No. Description
99.1 Press Release of Autoliv, Inc. dated May 23, 2022

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.

AUTOLIV, INC.
By: /s/ Anthony J. Nellis
Name: Anthony J. Nellis
Title: Executive Vice President, Legal<br> <br>Affairs, General Counsel and Secretary

Date: May 25, 2022

EX-99.1

Exhibit 99.1

PRESS RELEASE

Autoliv has refinanced its existing Revolving Credit Facility

(Stockholm, Sweden, May 23, 2022) – Autoliv (NYSE: ALV and SSE: ALIVsdb), theworldwide leader in automotive safety systems has refinanced its existing $1.1 billion revolving credit facility agreement maturing in July 2023.

Autoliv is pleased to announce that the refinancing of its existing core $1.1 billion revolving credit facility has been successfully closed. The new $1.1bn facility agreement has a five-year maturity, with (subject to lender discretion) two extension options for one year each, and was agreed with 11 banks in the following structure:

Coordinator, Bookrunner & Mandated Lead Arranger:

Citibank, N.A., London Branch; Mizuho Bank, Ltd.; Skandinaviska Enskilda Banken AB (publ)

Bookrunner & Mandated Lead Arranger:

Bank of China (Europe) S.A. Stockholm Branch; JPMorgan Chase Bank, N.A., London Branch; MUFG Bank, Ltd.

Mandated Lead Arranger:

BNP Paribas; ING Belgium SA/NV; Morgan Stanley Bank, N.A.; Wells Fargo Bank International UC

Lead Arranger:

The Northern Trust Company

As with all of the existing principal debt arrangements of Autoliv, this financial commitment does not contain any financial covenants.

Autoliv will file a copy of the revolving credit agreement with its quarterly report in July 2022 with the Securities and Exchange Commission at www.sec.gov.

Inquiries: Investors & Analysts: Anders Trapp, Tel +46 (0)8 587 206 71 Investors & Analysts: Henrik Kaar, Tel +46 (0)8 587 206 14

Media: Gabriella Ekelund, Tel +46 (70) 612 64 24

About Autoliv

Autoliv, Inc. (NYSE: ALV; NasdaqStockholm: ALIV.sdb) is the worldwide leader in automotive safety systems. Through our group companies, we develop, manufacture and market protective systems, such as airbags, seatbelts, and steering wheels for all major automotive manufacturers inthe world as well as mobility safety solutions, such as pedestrian protection, connected safety services and safety solutions for riders of powered two wheelers. At Autoliv, we challenge and re-define thestandards of mobility safety to sustainably deliver leading solutions. In 2021, our products saved close to 35,000 lives. Every year our products prevent more than 300,000 severe injuries.

Our more than 60,000 associates in 28 countries are passionate about our vision of Saving More Lives and quality is at the heart of everything we do. Wedrive innovation, research, and development at our 14 technical centers, with their 20 test tracks. Sales in 2021 amounted to US $ 8.2 billion. For more information go to www.autoliv.com.

Safe Harbor Statement

This report containsstatements that are not historical facts but rather forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include those that address activities, events or developmentsthat Autoliv, Inc. or its management believes or anticipates may occur in the future. All forward-looking statements are based upon our current expectations, various assumptions and data available from third parties. Our expectations and assumptionsare expressed in good faith and we

Autoliv Inc.

Box 70381, 107 24 Stockholm, Sweden

Visiting address: World Trade Center,

Klarabergsviadukten 70, B7, 111 64 Stockholm

Phone: +46 (0)8 587 20600

E-mail: gabriella.ekelund@autoliv.com

believe there is a reasonable basis for them. However, there can be no assurance that such forward-looking statements will materialize or prove to be correct as forward-looking statements areinherently subject to known and unknown risks, uncertainties and other factors which may cause actual future results, performance or achievements to differ materially from the future results, performance or achievements expressed in or implied bysuch forward-looking statements. Numerous risks, uncertainties and other factors may cause actual results to differ materially from those set out in the forward-looking statements, including general economic conditions and fluctuations in the globalautomotive market. For any forward-looking statements contained in this or any other document, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and we assumeno obligation to update publicly or revise any such statements in light of new information or future events, except as required by law.

AutolivInc.

Box 70381, 107 24 Stockholm

Visiting address: World Trade Center,

Klarabergsviadukten 70, B7, 111 64 Stockholm

Phone: +46 (0)8 58720600