Item 1.01.Entry into a Material Definitive Agreement.
On April 21, 2021, Agilent Technologies, Inc. (the “Company”) entered into the Incremental Assumption Agreement among the Company, the lenders party thereto and BNP Paribas, as Administrative Agent (the “Agreement”), pursuant to which the lenders party thereto have agreed to increase their revolving commitments under that certain Credit Agreement dated as of March 13, 2019, among the Company, the lenders party thereto and BNP Paribas, as Administrative Agent, as amended by Amendment No. 1 to Credit Agreement and Incremental Assumption Agreement, dated as of August 7, 2019, Amendment No. 2 to Credit Agreement, dated as of October 21, 2019, and Amendment No. 3 to Credit Agreement, dated as of April 17, 2020 (as amended, the “Credit Agreement”).
The Agreement provides for the lenders party thereto to increase their respective revolving commitments in an aggregate amount of $350,000,000 (the “Incremental Increase”). Additionally, such increasing lenders (constituting required lenders under the Credit Agreement) have acknowledged and agreed that (a) the Incremental Increase does not count against the cap of $500,000,000 contained in the Credit Agreement for incremental facilities (the “Incremental Cap”), (b) the Incremental Cap is waived for this Incremental Increase, and (c) after giving effect to the Incremental Increase, the aggregate amount available for additional incremental facilities is refreshed to permit up to $500,000,000 in additional incremental facilities. Further, such increasing lenders and the Company have agreed that, after April 21, 2021, the Company will not request loans denominated in Sterling in an aggregate principal amount that exceeds the aggregate commitments in effect immediately prior to the Incremental Increase. Other than the foregoing limitation on loans denominated in Sterling, the terms (including interest rate, covenants and events of default) applicable to loans funded from the Incremental Increase are the same as those applicable to revolving loans generally. The Company has not drawn any of the Incremental Increase.
The Agreement contains customary representations and warranties.
The description of the Agreement contained herein is qualified in its entirety by reference to the Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Some of the lenders under the Credit Agreement and/or their respective affiliates have from time to time performed and may in the future perform various commercial banking, investment banking and other financial advisory services for the Company and/or its subsidiaries in the ordinary course of business, for which they received or will receive customary fees and commissions.