Item 1.01 Entry into a Material Definitive Agreement.
On April 19, 2022, Elanco Animal Health Incorporated (the "Company"), Elanco US
Inc. and certain subsidiaries of the Company entered into an incremental
assumption agreement (the "Incremental Assumption Agreement") with Farm Credit
Mid-America, PCA, as incremental term lender, and Goldman Sachs Bank USA, as the
term facility agent, supplementing and amending the Company's existing credit
agreement (the "Credit Agreement") dated as of August 1, 2020 relating to its
senior secured credit facility. The Incremental Assumption Agreement provides
for a new incremental term facility under the Credit Agreement in an aggregate
principal amount of $250,000,000, to be used to repay outstanding obligations
under its revolving facility under the Credit Agreement. The incremental term
facility matures on April 19, 2029. The terms of the new incremental term
facility, including the interest rate and repayment terms, are generally
consistent with the terms of the Company's existing term loan facility under the
Credit Agreement.
The foregoing description of the Incremental Assumption Agreement does not
purport to be complete and is qualified in its entirety by reference to the full
text of the Incremental Assumption Agreement, which is attached hereto as
Exhibit 10.1 and incorporated by reference herein.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The disclosure set forth under Item 1.01 above is incorporated by reference
herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 Incremental Assumption Agreement dated April 19, 2022 by and among
Elanco Animal Health Incorporated, Elanco US Inc., the subsidiary loan
parties party thereto, Farm Credit Mid-America, PCA, as incremental
term lender, and Goldman Sachs Bank USA, as the term facility agent.
104.1 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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