MICROSEMI CORPORATION (NASDAQ:MSCC) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement.
Amendment No. 4 to Credit Agreement
On November 21, 2017, Microsemi Corporation, a Delaware corporation (“Microsemi”) entered into Amendment No. 4 to Credit Agreement (“Amendment No. 4”) to its existing Credit Agreement dated as of January 15, 2016, as amended by that certain Amendment No. 1 to Credit Agreement, dated as of June 29, 2016, that certain Amendment No. 2 to Credit Agreement, dated as of January 25, 2017, and that certain Amendment No. 3 to Credit Agreement, dated as of April 25, 2017, and as supplemented by that certain Increase Term Joinder to Credit Agreement, dated as of June 29, 2016, that certain Increase Term Joinder No. 2 to Credit Agreement dated as of January 25, 2017, and that certain Increase Revolving Joinder No. 1 to Credit Agreement dated as of May 17, 2017 (as amended and supplemented, the “Existing Credit Agreement” and as amended by Amendment No. 4, the “Credit Agreement”), with Morgan Stanley Senior Funding, Inc., as administrative agent, the subsidiary guarantors party thereto and the lenders party thereto.
to the Existing Credit Agreement, certain lenders provided senior secured first lien credit facilities, consisting of term loan facilities and a revolving credit facility. Amendment No. 4 provides for, among other things, new pricing terms for the $794,700,000 in aggregate principal amount of term B loans (the “Existing Term B Loans”) outstanding under the Existing Credit Agreement immediately prior to the effectiveness of Amendment No. 4 (after giving effect to the amendment, the “Repriced Term B Loans”), which Repriced Term B Loans replace the Existing Term B Loans.
The Repriced Term B Loans mature January 15, 2023. The Repriced Term B Loans bear interest at Microsemi’s option at Base Rate or LIBOR, plus a margin. The margin for Base Rate Term B Loans is 1.00% and the margin for LIBOR Term B Loans is 2.00%. The Repriced Term B Loans are subject to a 0.00% LIBOR floor.
Except as modified by Amendment No. 4 as described above, the terms of the Repriced Term B Loans are the same as the terms of the Existing Term B Loans.
Certain of the lenders party to the Credit Agreement, as well as certain of their respective affiliates, have performed, and may in the future perform, commercial banking, investment banking, underwriting and other financial advisory services for Microsemi, for which they have received, and will receive, customary fees and expenses.
The foregoing summary of Amendment No. 4 does not purport to be complete and is subject to, and qualified in its entirety by, the full text of Amendment No. 4, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 1.01 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information provided in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 1.01.
Item 1.01 Financial Statements and Exhibits.
(d) Exhibits
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Amendment No. 4 to Credit Agreement, dated as of November 21, 2017, among Microsemi Corporation, the subsidiary guarantors party thereto, the lenders party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent |
MICROSEMI CORP ExhibitEX-10.1 2 ex101-amendno4toca.htm EXHIBIT 10.1 Exhibit AMENDMENT NO. 4 TO CREDIT AGREEMENTAMENDMENT NO. 4 TO CREDIT AGREEMENT,…To view the full exhibit click here
About MICROSEMI CORPORATION (NASDAQ:MSCC)
Microsemi Corporation is a designer, manufacturer and marketer of analog and mixed-signal semiconductor solutions differentiated by power, security, reliability and performance. The Company offers a portfolio of semiconductor and system solutions for aerospace and defense, communications, data center and industrial markets. Its products include high-performance and radiation-hardened analog mixed-signal integrated circuits (ICs), field programmable gate arrays (FPGAs), system on chip solutions (SoCs) and application-specific integrated circuits (ASICs) and power management products. The Company’s marketed products include Switchtec PFX PCIe switch, Flashtec NVM Express (NVMe)2032 and NVMe2016 controllers, Flashtec NVM Express (NVMe)2108 eight channel and NVMe2104 four channel controllers, PDS-EM-8100 PoE 2.5 gigabits per second (Gbps) Multiplexer, Chip Scale Atomic Clock (CSAC) components and miTimePLL.