Item 1.01. Entry into a Material Definitive Agreement.
On November 8, 2017, Jabil Inc. (the Company) entered into an amended and restated senior unsecured five-year credit agreement (the
Agreement). The Agreement provides for a revolving credit facility in the initial amount of $1.8 billion, or its currency equivalent, which may, subject to the lenders discretion, potentially be increased up to $2.3 billion, or its
currency equivalent (the Revolving Credit Facility), and a $500.0 million five-year term loan facility (the Term Loan Facility and, together with the Revolving Credit Facility, the Credit Facilities). The
Agreement was entered into among the Company; the initial lenders named therein; Citibank, N.A., as administrative agent; JPMorgan Chase Bank, N.A. and Bank of America, N.A., as co-syndication agents; BNP Paribas, Mizuho Bank, Ltd., The Bank of
Tokyo-Mitsubishi UFJ, Ltd. and Sumitomo Mitsui Banking Corporation, as documentation agents; and Citigroup Global Markets Inc., JPMorgan Chase Bank, N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated, BNP Paribas Securities Corp.,
Mizuho Bank, Ltd., The Bank of Tokyo-Mitsubishi UFJ, Ltd., and Sumitomo Mitsui Banking Corporation, as joint lead arrangers and joint bookrunners. Both of the Credit Facilities expire approximately five years from the date of closing, but in the
case of the Revolving Credit Facility, subject to two one-year extension options (subject to the lenders discretion).
Interest and fees on
Revolving Credit Facility and Term Loan Facility advances are based on the Companys non-credit enhanced long-term senior unsecured debt rating as determined by S&P Global Ratings, Moodys Investors Service, Inc. and Fitch, Inc.
(collectively, the Rating Agencies) all as more fully described in the Agreement. Interest is charged at a rate equal to (a) for the Revolving Credit Facility, either 0.000% to 0.575% above the base rate or 0.975% to 1.575% above
the Eurocurrency rate and (b) for the Term Loan Facility, either 0.125% to 0.875% above the base rate or 1.125% to 1.875% above the Eurocurrency rate, in each case where the base rate represents the greatest of Citibank, N.A.s base rate,
0.50% above the federal funds rate, and 1.0% above one-month LIBOR, but not less than zero, and the Eurocurrency rate represents adjusted LIBOR or adjusted CDOR, as applicable, for the applicable interest period, but not less than zero, each as more
fully described in the Agreement. Fees include a facility fee based on the revolving credit commitments of the lenders and a letter of credit fee based on the amount of outstanding letters of credit. Based on the Companys current non-credit
enhanced long-term senior unsecured debt rating as determined by the Rating Agencies the current rates of interest for the Revolving Credit Facility are 0.175% above the base rate and 1.175% above the Eurocurrency rate and for the Term Loan Facility
are 0.375% above the base rate and 1.375% above the Eurocurrency rate. The Credit Facilities include various covenants, limitations and events of default customary for similar facilities for similarly rated borrowers.
As of the date of the Agreement, draws in the approximate amount of $1,046.0 million in revolving credit advances have been made and are outstanding under the
Revolving Credit Facility and draws in the amount of $450.0 million in advances have been made and are outstanding under the Term Loan Facility.
Most of
the lenders under the Credit Facilities and their affiliates have various other relationships with the Company and its subsidiaries involving the provision of financial services, including cash management, loans, letter of credit and bank guarantee
facilities, investment banking and trust services. The Company and some of its subsidiaries have entered into foreign exchange contracts and other derivative arrangements with certain of the lenders and their affiliates. In addition, most of the
agents and lenders under the Credit Facilities held positions as agent and/or lender under the Companys Existing Credit Agreement, as defined below.
The Agreement amends and restates the Companys amended and restated five-year credit agreement dated July 6, 2015 (the Existing Credit
Agreement), which established a revolving credit facility in the initial amount of $1.5 billion, subject to potential increases up to $2.0 billion and a delayed draw term loan facility in the amount of $500.0 million, and was to terminate on
July 6, 2020. The Existing Credit Agreement was entered into among the Company; the initial lenders named therein; Citibank, N.A., as administrative agent; JPMorgan Chase Bank, N.A. and Bank of America, N.A., as co-syndication agents; and BNP
Paribas, Mizuho Bank, Ltd. and The Bank of Nova Scotia, as documentation agents; and Citigroup Global Markets Inc., JPMorgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, BNP Paribas Securities Corp., Mizuho Bank, Ltd.
and the Bank of Nova Scotia, as joint lead arrangers and joint bookrunners.
2
Most of the lenders under the Existing Credit Agreement and their affiliates have various other relationships
with the Company and its subsidiaries involving the provision of financial services, including cash management, loans, letter of credit and bank guarantee facilities, investment banking and trust services. The Company and some of its subsidiaries
have entered into foreign exchange contracts and other derivative arrangements with certain of the lenders and their affiliates. In addition, most of the agents and lenders under the Existing Credit Agreement hold positions as agent and/or lender
under the Agreement.
The foregoing description of the Consent is not complete and is qualified in its entirety by reference to the Consent, which is
filed as Exhibits 10.1 and 10.2 hereto and incorporated by reference in this Current Report on Form 8-K.