T-MOBILE US, INC. (NASDAQ:TMUSP) Files An 8-K Entry into a Material Definitive Agreement
Item1.01 Entry into a Material Definitive Agreement
On January25, 2017, T-Mobile USA, Inc. (TMUSA), a wholly-owned
subsidiary of T-Mobile US, Inc. (the Company), entered into a $4
billion secured term loan facility (the Incremental Term Loan
Facility) with Deutsche Telekom AG (DT), its majority
stockholder, to refinance $1.98 billion of outstanding secured
term loans issued under its Term Loan Credit Agreement, dated
November9, 2015 (as amended through the date hereof, the Existing
Term Loan Facility) among the Company, TMUSA, DB Deutsche Bank AG
New York Branch (DB) and the lenders party thereto, with the
remaining net proceeds from the transaction intended to be used
to refinance high-yield debt.
Subject to certain limited and customary closing conditions
(which conditions do not include the absence of a material
adverse change), the loans under the Incremental Term Loan
Facility will be drawn in two tranches on January31, 2017 (i)$2
billion of which will bear interest at a rate equal to a per
annum rate of LIBOR plus a margin of 2.00% and will mature on
November9, 2022 and (ii)$2 billion of which will bear interest at
a rate equal to a per annum rate of LIBOR plus a margin of 2.25%
and will mature on January31, 2024. There is a 0% LIBOR floor
under each tranche of the Incremental Term Loan Facility.
TMUSA is not required to pay any upfront fees, underwriting fees,
original issue discount or other consideration to DT in
connection with the Incremental Term Loan Facility. The loans
under the Incremental Term Loan Facility will be redeemable by
TMUSA on any interest payment date without penalty or premium
and, other than interest rate, maturity and absence of early
termination penalties or premiums, will be subject to the
substantially all of the existing terms of the Existing Term Loan
Facility.
The Incremental Term Loan Facility is provided under the Second
Incremental Facility Amendment dated as of January25, 2017 among
TMUSA, as borrower, DB, as administrative agent, the guarantors
party thereto and DT, as the initial incremental term loan
lender, to the Existing Term Loan Facility to which DT has agreed
to (1)increase its incremental term loan commitment provided to
TMUSA under that certain First Incremental Facility Amendment
dated as of December29, 2016 from $660 million to $2 billion and
(2)provide to TMUSA an additional $2 billion incremental term
loan commitment.
DT is the Companys majority stockholder and a holder of a portion
of TMUSAs outstanding debt, as further described in the Companys
periodic reports filed with the Securities and Exchange
Commission.
The Second Incremental Facility Amendment is incorporated herein
by reference as an exhibit to this current report on Form8-K. The
foregoing summary of the Second Incremental Facility Amendment is
qualified in its entirety by reference to such exhibit.
Item2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant
To the extent applicable, the information set forth under Item
1.01 Entry into a Material Definitive Agreement of this current
report on Form 8-K is incorporated into this Item2.03 by
reference.
Item9.01 Financial Statements and Exhibits
(d) Exhibits:
|
ExhibitNo. |
Exhibit Description |
|
| 10.1 |
Second Incremental Facility Amendment, dated as of January25, 2017, to the Term Loan Credit Agreement, dated as of November9, 2015, as amended by that certain First Incremental Facility Amendment dated as of December29, 2016, by and among T-Mobile USA, Inc., the several banks and other financial institutions or entities from time to time parties thereto as lenders, and Deutsche Bank AG New York Branch, as administrative agent. |
T-MOBILE US, INC. (NASDAQ:TMUSP) Recent Trading Information
T-MOBILE US, INC. (NASDAQ:TMUSP) closed its last trading session up +0.71 at 99.58 with shares trading hands.
