MarketAxess Holdings Inc. as borrower, entered into an Amended and Restated Credit Agreement (the ?A&R Credit Agreement?) with a syndicate of lenders and JPMorgan Chase Bank, N.A. (?JPMorgan?), as administrative agent. The A&R Credit Agreement amends and restates in its entirety that certain Credit Agreement, dated August 9, 2023, among the Company, as borrower, a syndicate of lenders and JPMorgan, as administrative agent (the ?Existing Credit Agreement?). Pursuant to the A&R Credit Agreement, the lenders will continue to provide aggregate commitments totaling $750.0 million, consisting of a revolving credit facility (the ?Credit Facility?), a $5.0 million letter of credit sub-limit for standby letters of credit and a $380.0 million sub-limit for swingline loans.
Subject to satisfaction of certain specified conditions, the Company continues to be permitted to upsize the Credit Facility by up to $375.0 million in total. The incremental facility continues to be uncommitted, and it is possible that the Company may not be successful in obtaining such commitments from existing or new lenders in the amount desired or at all. The A&R Credit Agreement amends and restates the Existing Credit Agreement to, among other things: (1) extend the maturity of the Credit Facility from August 9, 2026 to February 2, 2029, with the Company?s option to request up to two additional 364-day extensions at the discretion of each lender and subject to customary conditions; (2) eliminate the 0.10% credit spread adjustment previously added to the interest rate on Secured Overnight Financing Rate (?SOFR?) based borrowings; and (3) increase the maximum amount of cash that may be net against debt for the purposes of calculating the Company?s Consolidated Total Leverage Ratio (as defined in the A&R Credit Agreement) from $30,000,000 to $200,000,000.
As of the date hereof, the Company has $220.0 million in borrowings outstanding under the Credit Facility and one standby letter of credit, which borrowings were outstanding under the Existing Credit Agreement and remain outstanding under the A&R Credit Agreement. No additional funds are being borrowed by, and no additional letters of credit will be issued to, the Company at this time. Any future credit extensions under the Credit Agreement are subject to customary conditions precedent.
The proceeds of any additional loans incurred under the Credit Facility are expected to be used for general corporate purposes. The foregoing description of the A&R Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement, which is attached hereto as Exhibit 10.1 and is incorporated by reference herein.
