IDEXX LABORATORIES, INC. Item 1.01 Entry into a Material Definitive Agreement.
JPMorgan Fourth Amended and Restated Credit Agreement
On
The Credit Agreement amends and restates that certain third amended and restated
credit agreement dated as of
Borrowings under the Credit Agreement may be used for the general corporate
purposes of the Company and its subsidiaries. Borrowings under the Credit
Agreement bear interest at a rate equal to, in each case at the Company's
option, (1) for borrowings in
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Overnight, including applicable credit spread adjustments, or as otherwise specified in the Credit Agreement), plus a margin rate ranging from 0.875% to 1.375% based on the Company's consolidated leverage ratio; in each case for the foregoing, until an applicable benchmark replacement (including Term SOFR), if any, has been determined in accordance with provisions specified in the Credit Agreement, and then at the indicated benchmark rate and including any applicable benchmark spread, in each case as determined as specified in the Credit Agreement.
The Company has agreed to pay a quarterly commitment fee on the unused commitments available for borrowing, ranging from 0.075% to 0.250% based on the Company's consolidated leverage ratio. The Company has agreed to pay letter of credit fees calculated at the same rate as Term Benchmark revolving loans and issuance fees in connection with letters of credit. The Company has also agreed to pay certain other fees, costs and expenses to the arrangers, lenders and agents in connection with the Credit Agreement.
The obligations of the Borrowers and any other parties who are subsequently
designated as borrowers pursuant to the terms of the Credit Agreement are
unconditionally guaranteed by
The obligations of the Company and any other borrower under the Credit Agreement may be accelerated upon the occurrence of an event of default under the Credit Agreement, which includes customary events of default including, without limitation, payment defaults, defaults in the performance of affirmative and negative covenants, the inaccuracy of representations or warranties, bankruptcy and insolvency related defaults, defaults relating to judgments, an ERISA Event, the failure to pay specified indebtedness, and a change of control default.
The Credit Agreement contains affirmative, negative and financial covenants customary for financings of this type. The negative covenants include restrictions on liens, indebtedness of subsidiaries of the Company, fundamental changes, investments, transactions with affiliates, certain restrictive agreements and sanctions laws and regulations. The financial covenant is a consolidated leverage ratio test.
The foregoing description of the Credit Agreement is qualified in its entirety by reference to the Credit Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by this reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
JPMorgan Fourth Amended and Restated Credit Agreement
The disclosure under Item 1.01 is incorporated herein by this reference.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description of Exhibit
10.1 Fourth Amended and Restated Credit Agreement, dated as of
December 9, 2021 , among the Company, IDEXX Distribution, Inc. , IDEXX
Operations, Inc. , OPTI Medical Systems, Inc. , IDEXX Laboratories
Canada Corporation , IDEXX B.V. , IDEXX Laboratories B.V. , and IDEXX
Laboratories GmbH , as borrowers, the lenders party thereto, JPMorgan
Chase Bank, N.A ., as administrative agent, JPMorgan Chase Bank, N.A .,
Toronto Branch , as Toronto agent, and the other parties thereto.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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