T-MOBILE US, INC. (NASDAQ:TMUSP) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 – Entry into a Material Definitive Agreement
On March 29, 2018, T-Mobile USA, Inc. (“TMUSA”), a wholly-owned subsidiary of T-Mobile US, Inc. (the “Company”), amended the terms of (a) its $2 billion secured term loan due January 2022 (the “2022 Term Loan”) and its $2 billion secured term loan due January 2024 (the “2024 Term Loan,” and together with the 2022 Term Loan, the “Term Loans”) outstanding under the Term Loan Credit Agreement among TMUSA, the Company, the other guarantors party thereto, Deutsche Bank AG, New York Branch, as administrative agent and collateral agent, and Deutsche Telekom AG (“DT”), as lender, (b) its $1.5 billion facility (the “Secured RCF”) under the Secured Revolving Credit Agreement among TMUSA, the Company, the other guarantors party thereto and DT, as administrative agent, collateral agent and lender and (c) its $1.0 billion facility (the “Unsecured RCF,” and together with the Secured RCF, the “RCFs”) under the Unsecured Revolving Credit Agreement among TMUSA, the Company, the other guarantors party thereto and DT, as administrative agent and lender. Following these amendments, (i) the applicable margin payable on LIBOR indexed loans is 1.50% under the 2022 Term Loan and 1.75% under the 2024 Term Loan, (ii) the range of applicable margin payable under the Secured RCF is 1.05% to 1.80%, (iii) the range of the applicable margin payable under the Unsecured RCF is 2.05% to 3.05%, (iv) the undrawn commitment fee applicable to the Secured RCF is 0.25% to 0.45%, (v) the range of the undrawn commitment fee applicable to the Unsecured RCF is 0.20% to 0.575% and (vi) the maturity date of the RCFs is December 29, 2020.
The amendments also modify the facility governing the Term Loans to (a) include a soft-call prepayment premium of 1.00% of the outstanding principal amount of the Term Loans payable to DT upon certain refinancings of such loans by TMUSA with lower priced debt prior to a date that is six months after March 29, 2018 and (b) update certain covenants and other provisions to make them substantially consistent, subject to certain additional carveouts, with TMUSA’s most recently publicly issued bonds.
DT is the Company’s majority stockholder and a holder of a portion of TMUSA’s outstanding debt, as further described in the Company’s periodic reports filed with the Securities and Exchange Commission.
Item 9.01 — Financial Statements and Exhibits
(d) Exhibits:
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Amendment No. 5, dated as of March 29, 2018, to the Term Loan Credit Agreement, dated as of November 9, 2015, among TMUSA, the Company, the other guarantors party thereto, Deutsche Bank AG, New York Branch, as administrative agent, and DT, as lender.
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T-Mobile US, Inc. ExhibitEX-10.1 2 tmus03302018ex101.htm TMUS EXHIBIT 10.1 Exhibit EXHIBIT 10.1AMENDMENT NO. 5,…To view the full exhibit click here
