MICROSEMI CORPORATION (NASDAQ:MSCC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
(“Microsemi”) entered into Amendment No. 3 to Credit Agreement
(“Amendment No. 3”) 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, and that certain
Amendment No. 2 to Credit Agreement, dated as of January 25,
2017, and as supplemented by that certain Increase Term Joinder
to Credit Agreement, dated as of June 29, 2016, and that certain
Increase Term Joinder No. 2 to Credit Agreement dated as of
January 25, 2017 (as amended and supplemented, the “Existing
Credit Agreement” and as amended by Amendment No. 3, the “Credit
Agreement”), with Morgan Stanley Senior Funding, Inc., as
administrative agent, the subsidiary guarantors party thereto and
the lenders party thereto.
secured first lien credit facilities, consisting of term loan
facilities and a revolving credit facility. Amendment No. 3
provides for, among other things (i) new pricing terms for any
revolving loans that may be outstanding from time to time under
the Existing Credit Agreement (after giving effect to the
amendment, the “Repriced Revolving Loans”) and (ii) new pricing
terms for the $778,138,750 in aggregate principal amount of term
A loans (the “Existing Term A Loans”) outstanding under the
Existing Credit Agreement immediately prior to the effectiveness
of Amendment No. 3 (after giving effect to the amendment, the
“Repriced Term A Loans” and together with the Repriced Revolving
Loans, the “Repriced Loans”), which Repriced Term A Loans replace
the Existing Term A Loans. Immediately prior to and after giving
effect to Amendment No. 3, there were no revolving loans
outstanding under the Existing Credit Agreement or the Credit
Agreement, as applicable.
bear interest at Microsemis option at Base Rate or LIBOR, plus a
margin. The margin for Base Rate Term A Loans is 0.75% and the
margin for LIBOR Term A Loans is 1.75%. The Repriced Loans are
subject to a 0.00% LIBOR floor.
terms of the Repriced Term A Loans are the same as the terms of
the Existing Term A Loans and the terms of any Repriced Revolving
Loans will be the same as any revolving loans that would have
been outstanding under the Credit Agreement immediately prior to
the effectiveness of Amendment No. 3.
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.
complete and is subject to, and qualified in its entirety by, the
full text of Amendment No. 3, a copy of which is included as
Exhibit 10.1 to this Current Report on Form 8-K and incorporated
herein by reference.
reporting its second quarter results, a copy of which is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
Form 8-K is hereby incorporated by reference into this Item 2.03.
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Exhibit No.
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Description
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10.1
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Amendment No. 3 to Credit Agreement, dated as of April
25, 2017, among Microsemi Corporation, the subsidiary guarantors party thereto, the lenders party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent |
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99.1
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Press release dated April 27, 2017, reporting second
quarter results |
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. MICROSEMI CORPORATION (NASDAQ:MSCC) Recent Trading Information
MICROSEMI CORPORATION (NASDAQ:MSCC) closed its last trading session up +0.15 at 49.14 with 1,429,833 shares trading hands.
