Item 1.01.Entry into a Material Definitive Agreement.
On April 21, 2021, Agilent Technologies, Inc. (the "Company") entered into the
Incremental Assumption Agreement among the Company, the lenders party thereto
and BNP Paribas, as Administrative Agent (the "Agreement"), pursuant to which
the lenders party thereto have agreed to increase their revolving commitments
under that certain Credit Agreement dated as of March 13, 2019, among the
Company, the lenders party thereto and BNP Paribas, as Administrative Agent, as
amended by Amendment No. 1 to Credit Agreement and Incremental Assumption
Agreement, dated as of August 7, 2019, Amendment No. 2 to Credit Agreement,
dated as of October 21, 2019, and Amendment No. 3 to Credit Agreement, dated as
of April 17, 2020 (as amended, the "Credit Agreement").
The Agreement provides for the lenders party thereto to increase their
respective revolving commitments in an aggregate amount of $350,000,000 (the
"Incremental Increase"). Additionally, such increasing lenders (constituting
required lenders under the Credit Agreement) have acknowledged and agreed that
(a) the Incremental Increase does not count against the cap of $500,000,000
contained in the Credit Agreement for incremental facilities (the "Incremental
Cap"), (b) the Incremental Cap is waived for this Incremental Increase, and (c)
after giving effect to the Incremental Increase, the aggregate amount available
for additional incremental facilities is refreshed to permit up to $500,000,000
in additional incremental facilities. Further, such increasing lenders and the
Company have agreed that, after April 21, 2021, the Company will not request
loans denominated in Sterling in an aggregate principal amount that exceeds the
aggregate commitments in effect immediately prior to the Incremental
Increase. Other than the foregoing limitation on loans denominated in Sterling,
the terms (including interest rate, covenants and events of default) applicable
to loans funded from the Incremental Increase are the same as those applicable
to revolving loans generally. The Company has not drawn any of the Incremental
Increase.
The Agreement contains customary representations and warranties.
The description of the Agreement contained herein is qualified in its entirety
by reference to the Agreement, a copy of which is filed as Exhibit 10.1 to this
Current Report on Form 8-K and is incorporated herein by reference.
Some of the lenders under the Credit Agreement and/or their respective
affiliates have from time to time performed and may in the future perform
various commercial banking, investment banking and other financial advisory
services for the Company and/or its subsidiaries in the ordinary course of
business, for which they received or will receive customary fees and
commissions.
Item 2.03.Creation of a Direct Financial Obligation or an Obligation under
an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K is
incorporated by reference into this Item 2.03.
Item 9.01.Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 Incremental Assumption Agreement dated as of April 21, 2021, by and
among the Company, the Lenders party thereto and BNP Paribas, as
Administrative Agent.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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