DXC TECHNOLOGY COMPANY (NYSE: DXC) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement.
On November 27, 2018 (the “Effective Date”), DXC Technology Australia Pty Limited (the “Initial Borrower”) and Mizuho Bank, Ltd., as administrative agent (in such capacity, the “Agent”) entered into a term loan credit agreement (the “AUD Term Loan Agreement”). DXC Technology Company (“DXC”) is a guarantor under the AUD Term Loan Agreement.
The AUD Term Loan Agreement is an A$400 million delayed-draw senior unsecured term loan (the “Initial Term Facility”). Key terms under the AUD Term Loan Agreement include:
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Ability to add borrowers, guarantors and lenders, and to increase commitments to A$800 million with lender consent; |
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Advances in respect of the Initial Term Facility may be requested from and including the Effective Date to and including the date that is three months after the Effective Date; |
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Prepayment of outstanding amounts is permitted at any time, and any payment of principal under the AUD Term Loan Agreement cannot be redrawn; |
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Advances will bear interest at a variable rate equal to the BBSY Bid (as defined in the AUD Term Loan Agreement) for a one, two, three or six-month interest period (or any other period agreed between DXC and the Agent (acting on the instructions of the majority lenders)), plus a margin of between 0.60% and 0.95%, based on a pricing grid based on the published credit ratings of DXC; |
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The Initial Term Facility is scheduled to mature on November 27, 2020, with advances under the Initial Term Facility to be repaid without prior amortization; and |
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Proceeds are expected to be used for general corporate purposes and/or repay certain existing indebtedness. |
The AUD Term Loan Agreement contains representations, warranties, covenants and events of default customary for facilities of this type and consistent with DXC’s existing Amended and Restated Credit Agreement dated as of October 11, 2013 (as amended, supplemented or otherwise modified from time to time, the “Revolving Credit Agreement”) by and among DXC (as successor to Computer Sciences Corporation), the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto, Citibank, N.A., as administrative agent, Citicorp International Limited, as tranche Bsub-agent,and Citibank International PLC, London Branch, as swing linesub-agent. The AUD Term Loan Agreement includes various customary remedies for the lenders following an event of default, including the acceleration of repayment of outstanding amounts due under the AUD Term Loan Agreement.
The foregoing description of the AUD Term Loan Agreement is only a summary and is qualified in its entirety by reference to the full text of the AUD Term Loan Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 1.01 Creation of a Direct Financial Obligation or an Obligation of an Off-Balance Sheet Arrangement of a Registrant.
The information provided in Item 1.01 of this Current Report on Form8-Kis incorporated by reference into this Item 1.01.
Item 1.01 Financial Statements and Exhibits
(d) The following exhibits are filed herewith.
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Exhibit No. |
Description |
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10.1 |
Syndicated Facility Agreement, dated as of November 27, 2018, by and among DXC Technology Australia Pty Limited, as initial borrower, the other borrowers from time to time party thereto, DXC Technology Company, as guarantor, the other guarantors from time to time party thereto, the lenders from time to time party thereto and Mizuho Bank, Ltd., as administrative agent.
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DXC Technology Co ExhibitEX-10.1 2 a101audtlcreditagreement-d.htm EXHIBIT 10.1 Exhibit Exhibit 10.1EXECUTION VERSION(Australian Branch)SYNDICATED FACILITY AGREEMENT dated 27 November 2018forDXC TECHNOLOGY AUSTRALIA PTY LIMITED as Original Borrower withDXC TECHNOLOGY COMPANY as Original Guarantorarranged by MIZUHO BANK,…To view the full exhibit click here
