Item 1.01 Entry Into a Material Definitive Agreement.
On December 31, 2020, Chart Industries, Inc. ("Chart") entered into the First
Supplemental Indenture (the "Supplemental Indenture") to the Indenture, dated
November 6, 2017 (the "Indenture"), between Chart and Wells Fargo Bank, National
Association, as trustee, governing Chart's outstanding 1.00% Convertible Senior
Subordinated Notes due 2024 (the "Notes"). Pursuant to the Supplemental
Indenture, Chart irrevocably elected (i) to eliminate Chart's option to elect
Physical Settlement (as defined in the Indenture) on any conversion of Notes
that occurs on or after the date of the Supplemental Indenture and (ii) that,
with respect to any Combination Settlement (as defined in the Indenture) for a
conversion of Notes, the Specified Dollar Amount (as defined in the Indenture)
that will be settled in cash per $1,000 principal amount of the Notes shall be
no lower than $1,000. The Indenture was filed as Exhibit 4.1 to Chart's Current
Report on Form 8-K filed with the Securities and Exchange Commission on
November 6, 2017.
The foregoing description of the Supplemental Indenture does not purport to be
complete and is qualified in its entirety by reference to the complete text of
the Supplemental Indenture, a copy of which is filed as Exhibit 4.1 hereto and
is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
4.1 First Supplemental Indenture, dated December 31, 2020, between Chart
Industries, Inc. and Wells Fargo Bank, National Association, as
trustee.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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