Current Report Filing (8-k)

Date : 02/21/2020 @ 9:40PM
Source : Edgar (US Regulatory)
Stock : Applied Materials Inc (AMAT)
Quote : 46.17  3.89 (9.20%) @ 5:20PM

Current Report Filing (8-k)

APPLIED MATERIALS INC /DE false 0000006951 0000006951 2020-02-21 2020-02-21

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 21, 2020

 

Applied Materials, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-06920

 

94-1655526

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

3050 Bowers Avenue

P.O. Box 58039

Santa Clara, CA 95052-8039

(Address of principal executive offices)

Registrant’s telephone number, including area code: (408) 727-5555

N/A

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

 

Trading

Symbol

 

Name of Each Exchange

on Which Registered

Common Stock, par value $.01 per share

 

AMAT

 

The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 


Item 1.01 Entry into a Material Definitive Agreement.

On February 21, 2020, Applied Materials, Inc. (“Applied”) entered into a credit agreement (the “Credit Agreement”) for a five-year $1.5 billion revolving credit facility with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (collectively, the “Lenders”).

The Credit Agreement replaces a $1.5 billion credit agreement, dated September 3, 2015, by and among Applied and certain lenders, as amended and extended, as described further in Item 1.02 below.

The Credit Agreement provides for unsecured borrowings in an initial amount not to exceed $1.5 billion outstanding at any one time and includes a sub-facility for the issuance of letters of credit of up to $400 million. The Credit Agreement includes a provision under which Applied may increase the total amount of the revolving credit facility to no more than $2.0 billion, subject to the receipt of commitments from one or more Lenders for any such increase and other customary conditions.

Borrowings under the Credit Agreement will bear interest, at Applied’s option, at a rate per annum equal to either (1) the London interbank offered rate, adjusted for any statutory reserve requirements for eurocurrency liabilities (but in no event less than zero) (“Adjusted LIBOR”) or (2) a rate (the “Base Rate”) equal to the highest of (a) the rate of interest published by The Wall Street Journal from time to time as the “Prime Lending Rate,” (b) a rate that is 0.5% higher than the federal funds effective rate (as the Federal Reserve Bank of New York shall set forth on its public website from time to time) and (c) Adjusted LIBOR plus 1.0%, in either case, plus the applicable margin. The applicable margin will range, depending on Applied’s public debt credit ratings, from 0.625% to 1.125% during such period that Applied has elected that any borrowings under the Credit Agreement shall bear interest based on Adjusted LIBOR and from zero to 0.125% during such period that Applied has elected that any borrowings under the Credit Agreement shall bear interest based on the Base Rate. In addition, the Credit Agreement requires Applied to pay commitment fees on the unused commitments under the Credit Agreement ranging, depending on Applied’s public debt credit ratings, from 0.05% to 0.125% per annum and customary agency and letter of credit participation fees.

The Credit Agreement contains certain affirmative and negative covenants customary for credit facilities of this type. The Credit Agreement also contains a financial covenant that requires Applied to maintain as of the end of each fiscal quarter a ratio of (i) consolidated funded debt as of such date to (ii) consolidated adjusted EBITDA for the four fiscal quarter period ending on such date of not greater than 3.50 to 1.00 (which maximum ratio may be temporarily increased, at the election of Applied, to 4.00 to 1.00 following certain material acquisitions). The Credit Agreement also contains customary events of defaults. The occurrence of an event of default would permit the Lenders to terminate their commitments to advance loans under the Credit Agreement and to require immediate repayment of any outstanding loans under the Credit Agreement.

Proceeds from borrowings under the Credit Agreement are available to be used for general corporate purposes. The maturity date of the Credit Agreement is February 21, 2025, at which time the outstanding amount of loans under the Credit Agreement, if any, must be repaid in full.

The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by the full text of the Credit Agreement, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

The Lenders, and certain of their affiliates, have engaged in, and/or in the future may engage in, banking and other transactions with Applied, including previous credit facilities. These parties have received, and/or in the future may receive, customary compensation from Applied for these services.


Item 1.02 Termination of a Material Definitive Agreement.

On September 3, 2015, Applied entered into a $1.5 billion credit agreement with certain lenders, which was previously amended and extended and which was due to expire on September 3, 2021 (the “Prior Credit Agreement”). On February 21, 2020, the Prior Credit Agreement was terminated and replaced by the Credit Agreement described under Item 1.01 above. There were no outstanding amounts due under the Prior Credit Agreement.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

As discussed under Item 1.01 above, on February 21, 2020, Applied entered into the Credit Agreement. The information set forth in Item 1.01 is incorporated herein by reference. Applied has not made any borrowings under the Credit Agreement as of this date.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
No.

   

Description

         
 

10.1

   

Credit Agreement, dated as of February 21, 2020, among Applied Materials, Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders named therein

         
 

104

   

Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Applied Materials, Inc.

 

 

(Registrant)

             

Date: February 21, 2020

 

 

By:

 

/s/ Christina Y. Lai

 

 

 

Christina Y. Lai

 

 

 

Corporate Secretary

Applied Materials (NASDAQ:AMAT)
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