8-KMaterial AgreementsExhibits & Filings

AGILENT TECHNOLOGIES, INC. 8-K Report, Material Agreement (Dec 12, 2007)

Filed December 12, 2007For Securities:A

Summary

This Form 8-K filing by Agilent Technologies, Inc. on December 12, 2007, details significant amendments to a Master Repurchase Agreement and related documents originally entered into in January 2006. The core of the transaction involves Agilent's wholly-owned subsidiary, Agilent Technologies World Trade, Inc. (World Trade), selling $1.5 billion worth of Class A Preferred Shares of its subsidiary Agilent Technologies (Cayco) Limited to various counterparties, with Merrill Lynch Capital Corporation playing a key role. The latest amendments on December 7, 2007, further refine the terms between World Trade, Agilent, and Merrill Lynch regarding repurchase obligations and potential acceleration of the repurchase date. For investors, the crucial takeaway is Agilent's ongoing financial commitment through these agreements. The company, through its subsidiary World Trade, has an obligation to repurchase the preferred shares by January 27, 2011. Furthermore, Agilent Technologies, Inc. has provided an unconditional guarantee for all of World Trade's obligations under the repurchase agreement. The filing also outlines the quarterly payment structure and conditions under which the repurchase date can be accelerated, either by Merrill Lynch or World Trade, with potential breakage cost implications.

Key Highlights

  • 1Agilent Technologies, Inc. (Agilent) subsidiary, World Trade, engaged in a $1.5 billion repurchase agreement involving preferred shares of its subsidiary, Agilent Technologies (Cayco) Limited.
  • 2The filing details amendments to the Master Repurchase Agreement, with the latest amendment dated December 7, 2007, involving Agilent, World Trade, and Merrill Lynch Capital Services, Inc.
  • 3Agilent Technologies, Inc. has provided an unconditional and irrevocable guarantee for World Trade's repurchase obligations.
  • 4The repurchase obligation for the $1.5 billion in preferred shares is set for January 27, 2011.
  • 5The agreement allows for the acceleration of the repurchase date, with Merrill Lynch having rights to designate an acceleration date after February 5, 2008, and World Trade having similar rights.
  • 6World Trade is obligated to make quarterly payments to the counterparty, based on either the counterparty's cost of funds plus 20 basis points or three-month LIBOR plus 52 basis points.
  • 7The filing indicates potential breakage costs for World Trade if the accelerated repurchase date does not align with a Price Differential Payment Date.

Frequently Asked Questions

This 8-K filing reports material amendments to a Master Repurchase Agreement and related agreements. These amendments involve Agilent's subsidiary World Trade and address the terms of a $1.5 billion repurchase transaction involving preferred shares.

Agilent Technologies, Inc. is directly exposed as it has provided an unconditional and irrevocable guarantee for all of its subsidiary World Trade's obligations under the repurchase agreement. This means Agilent is liable if World Trade defaults.

The final repurchase date for the $1.5 billion in Class A Preferred Shares of Agilent Technologies (Cayco) Limited is January 27, 2011.

Yes, the repurchase date can be accelerated. Merrill Lynch can designate an accelerated repurchase date after February 5, 2008, and World Trade also has the right to designate an earlier repurchase date. If the accelerated date doesn't fall on a specific payment date, World Trade may incur breakage costs.