Item 1.01 Entry into a Material Definitive Agreement.
On December 22, 2021, TD SYNNEX Corporation ("TD SYNNEX"), its subsidiaries that
are originators thereunder and its subsidiary - SIT Funding Corporation ("SIT")
- which is the borrower thereunder, amended TD SYNNEX' accounts receivable
securitization program (the "Trade Receivables Securitization") by entering into
(i) a Fifth Amended and Restated Receivables Funding and Administration
Agreement (the "New Funding Agreement") with the financial institutions party
thereto as lenders and managing agents and The Toronto-Dominion Bank, as
administrative agent (the "Agent"), and (ii) the Twentieth Amendment to Third
Amended and Restated Receivables Sale and Servicing Agreement with the financial
institutions party thereto as lenders and managing agents (collectively, the
"Securitization Amendment"). The New Funding Agreement amends and restates the
Company's existing Fourth Amended and Restated Receivables Funding and
Administration Agreement dated as of November 12, 2010 among SIT, the financial
institutions party thereto as lenders and managing agents, and the
administrative agent party thereto.
Among other things, the modifications provided by the Securitization Amendment
include extending the maturity date of the Trade Receivables Securitization to
December 20, 2024 and setting the lending commitment of the lenders to SIT at
$1,500 million. The effective borrowing cost under the Trade Receivables
Securitization was also modified through adjustments to the (i) program fee
payable on the used portion of the lenders' commitment, which shall now accrue
at 0.75% per annum and (ii) facility fee payable on the adjusted commitment of
the lenders, which shall now accrue at different tiers ranging between 0.30% per
annum and 0.40% per annum depending on the amount of outstanding advances from
time to time.
The foregoing description of the Securitization Amendment is qualified in its
entirety by reference to the Securitization Amendment which is attached hereto
and filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and is
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
10.1 Fifth Amended and Restated Receivables Funding and Administration
Agreement, dated as of December 22, 2021, by and among SIT Funding
Corporation, TD SYNNEX Corporation, the lenders party thereto and
The Toronto-Dominion Bank, as agent.
10.2 Twentieth Amendment to Third Amended and Restated Receivables Sale
and Servicing Agreement, dated as of December 22, 2021, by and among
TD SYNNEX Corporation, SIT Funding Corporation, Westcon Group North
America, Inc., the originators party thereto, the lenders party
thereto, and The Toronto-Dominion Bank, as agent.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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