DIGITALGLOBE,INC. (NYSE:DGI) Files An 8-K Entry into a Material Definitive Agreement

Item1.01 Entry into a Material Definitive
Agreement.

Credit Agreement

On December22, 2016, DigitalGlobe,Inc. (the Company) established
a $1.275 billion senior secured term loan facility (the Term Loan
Facility) and a $200 million senior secured revolving credit
facility (the Revolving Credit Facility, and together with the
Term Loan Facility, the Credit Facility). the terms of which are
set forth in a Credit and Guaranty Agreement, dated as of
December22, 2016 (the Credit Agreement), among the Company, the
guarantors party thereto, the lenders named therein and Barclays
Bank PLC, as administrative agent and as collateral agent. The
Term Loan Facility is being used, together with cash on hand,
(i)to consummate the Companys tender offer to purchase for cash
(the Tender Offer) any and all of the $600.0 million aggregate
principal amount outstanding of its 5.25% Senior Notes due 2021
(the Notes) and a solicitation of consents for proposed
amendments (the Proposed Amendments) to the Indenture, dated as
of January31, 2013 (the Indenture), among the Company, the
guarantors party thereto and U.S. Bank National Association, as
trustee, governing the Notes and the redemption to the Indenture
of any Notes not tendered and accepted for payment in the Tender
Offer, (ii)to repay all amounts outstanding under that certain
Credit and Guaranty Agreement dated as of January31, 2013, as
amended (the Existing Credit Facility), among the Company, the
guarantors party thereto, the lenders party thereto and JPMorgan
Chase Bank, N.A., as administrative agent and collateral agent,
(iii)to pay related costs and expenses and (iv)for working
capital and general corporate purposes including acquisitions and
investments. The Revolving Credit Facility will be available for
working capital and general corporate purposes and matures on
January15, 2022. The Credit Agreement provides that with respect
to the Credit Facility up to $50 million is available for letters
of credit and up to $20 million is available for swing line loans
on same-day notice. The Term Loan Facility matures on January15,
2024.

The obligations of the Company under the Credit Facility are
guaranteed by certain of the Companys domestic subsidiaries (the
Subsidiary Guarantors) and are secured by substantially all of
the assets of the Company and the Subsidiary Guarantors, subject
to certain exceptions. The Credit Agreement contains certain
affirmative and negative covenants customary for a senior secured
credit agreement. The negative covenants include, among other
things, limitations on asset sales, mergers and acquisitions,
indebtedness, liens, dividends, investments and transactions with
the Companys affiliates. The Credit Agreement also requires the
Company to comply with a maximum leverage ratio covenant.

Borrowings under the Credit Agreement will bear interest, at the
Companys option, at a rate equal to either an adjusted LIBOR rate
or a base rate, in each case plus the applicable margin. The
applicable margin for borrowings under the Term Loan Facility is
2.75% for adjusted LIBOR loans or 1.75% for base rate loans, with
a step-down to 2.50% for adjusted LIBOR loans or 1.50% for base
rate loans if the Companys leverage ratio is less than or equal
to 2.75:1.00. Borrowings under the Term Loan Facility are subject
to a 0.75% LIBOR floor. The applicable margin for borrowings
under the Revolving Credit Facility is 2.50% for adjusted LIBOR
loans or 1.50% for base rate loans, with a step-down to 2.25% for
adjusted LIBOR loans or 1.25% for base rate loans if the Companys
leverage ratio is less than or equal to 3.00:1.00 but greater
than 2:50:1.00, and an additional step-down to 2.00% for adjusted
LIBOR loans or 1.00% for base rate loans, if the Companys
leverage ratio is less than or equal to 2.50:1.00. The Company
will also pay a commitment fee of between 37.5 to 50 basis
points, payable quarterly, on the average daily unused amount of
the Revolving Credit Facility based on the Companys leverage
ratio from time to time.

As of the date of this filing, the Company has not drawn any
amounts under the Revolving Credit Facility.

The description of the Credit Agreement is qualified in its
entirety by the copy thereof which is attached as Exhibit10.1 and
incorporated herein by reference.

Supplemental Indenture

On December19, 2016, the Company entered into a supplemental
indenture (the Supplemental Indenture) to the Indenture governing
the Notes. The Supplemental Indenture was entered into to effect
the Proposed Amendments and eliminates substantially all of the
covenants (other than, among other covenants, the

About DIGITALGLOBE, INC. (NYSE:DGI)

DigitalGlobe, Inc. is a provider of high-resolution Earth-imagery products and services. The Company’s imagery solutions support a range of users in defense and intelligence, civil agencies, mapping and analysis, environmental monitoring, oil and gas exploration, infrastructure management, Internet portals and navigation technology. It operates through collecting, processing and distributing imagery products and services to customers around the world segment. It sells its products and services through a combination of direct and indirect channels, consisting of a global network of resellers, strategic partners, direct enterprise sales and Web services to its United States Government and Diversified Commercial customer groups. It offers Earth-imagery products, including imagery from its constellation of high-resolution satellites and provides geospatial products and services in which it combines its Earth imagery, analytic expertise and technology to deliver integrated solutions.

DIGITALGLOBE, INC. (NYSE:DGI) Recent Trading Information

DIGITALGLOBE, INC. (NYSE:DGI) closed its last trading session up +0.20 at 29.80 with 192,400 shares trading hands.