ARRIS INTERNATIONAL PLC (NASDAQ:ARRS) Files An 8-K Entry into a Material Definitive Agreement

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ARRIS INTERNATIONAL PLC (NASDAQ:ARRS) Files An 8-K Entry into a Material Definitive Agreement
Item 2.03Entry into a Material Definitive Agreement.

On December 20, 2017, ARRIS International plc (“ARRIS”), certain of ARRIS’s subsidiaries, and Bank of America, N.A., as administrative agent, and the other lender parties thereto entered into a Fourth Amendment (the “Fourth Amendment”) to ARRIS’s Amended and Restated Credit Facility dated June 18, 2015, as previously amended on December 14, 2015, April 26, 2017, and October 17, 2017 (the “Credit Agreement”). The Fourth Amendment provides for a new Term B Loan facility in the principal amount of $542,275,000, the proceeds of which (along with cash on hand) were used to repay in full the existing Term B Loan facility. Under the terms of the Fourth Amendment, the maturity date of the new Term B Loan facility remains April 26, 2024, but the new Term B Loan facility has an interest rate of LIBOR (as defined in the Credit Agreement) plus a percentage ranging from 2.00% to 2.25% for Eurocurrency Loans (as defined in the Credit Agreement) or the prime rate (as determined in accordance with the Credit Agreement) plus a percentage ranging from 1.00% to 1.25% for Base Rate Loans (as defined in the Credit Agreement), in either case depending on ARRIS’s Consolidated Net Leverage Ratio. The Fourth Amendment also increased to $500,000,000 the amount of cash that can be used to offset indebtedness in the calculation of the Consolidated Net Leverage Ratio for purposes of determining the applicable interest rate. All other material terms of the Credit Agreement remain unchanged.

A copy of the Fourth Amendment is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

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

The description of the new Term B Loan facility included in the Fourth Amendment set forth in Item 2.03 above is incorporated by reference into this Item 2.03.

Item 2.03.Financial Statements and Exhibits.

(d) Exhibits


ARRIS International plc Exhibit
EX-10.1 2 tv481908_ex10-1.htm EXHIBIT 10.1   Exhibit 10.1   FOURTH AMENDMENT   TO THE   CREDIT AGREEMENT   Dated as of March 27,…
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About ARRIS INTERNATIONAL PLC (NASDAQ:ARRS)

ARRIS International plc focuses on entertainment and communications technology. The Company operates in two segments: Customer Premises Equipment (CPE), and Network & Cloud (N&C). The CPE segment’s products include Set-Top, Gateway, digital subscriber line (DSL) and Cable Modem, and Embedded Multimedia Terminal Adapter (E-MTA) and Voice/Data Modem. The N&C segment includes various products, such as Infrastructure Products, Global Services and Cloud Solutions. It enables service providers, including cable, telephone, and digital broadcast satellite operators, and media programmers to deliver media, voice and Internet Protocol (IP) data services to their subscribers. It is engaged in offering set-tops, digital video and Internet Protocol Television (IPTV) distribution systems, broadband access infrastructure platforms, and associated data and voice CPE, which it also sells directly to consumers through retail channels.