8-KFinancial EventsExhibits & Filings

AMETEK INC/ 8-K Report, Financial Obligation (Sep 21, 2010)

Filed September 21, 2010For Securities:AME

Summary

AMETEK, Inc. (AME) has filed an 8-K report detailing a significant financing event. On September 17, 2010, the company entered into a Note Purchase Agreement to issue and sell £80,000,000 aggregate principal amount of 4.68% Series H Senior Notes due September 17, 2020. These notes were placed privately with an institutional investor. The proceeds from this issuance are earmarked for the repayment of existing indebtedness and general corporate purposes. The agreement includes customary covenants restricting mergers, consolidations, asset sales, affiliate transactions, and the incurrence of priority debt or liens. Crucially, it also imposes financial covenants requiring AMETEK to maintain a debt-to-EBITDA ratio not exceeding 3.5:1.0 and an interest coverage ratio of at least 2.5:1.0.

Key Highlights

  • 1AMETEK issued £80 million in 4.68% Senior Notes due in 2020.
  • 2The notes were sold in a private placement to an institutional investor.
  • 3Proceeds will be used for existing debt repayment and general corporate purposes.
  • 4The issuance includes covenants limiting mergers, asset sales, and priority debt.
  • 5Key financial covenants require a Debt/EBITDA ratio <= 3.5 and Interest Coverage Ratio >= 2.5.
  • 6The notes are subject to acceleration upon certain events of default and mandatory repurchase upon a change of control.

Frequently Asked Questions

The proceeds from the issuance of the 4.68% Series H Senior Notes due September 17, 2020, are intended to be used for the repayment of existing indebtedness and for general corporate purposes.

AMETEK must maintain a debt-to-EBITDA ratio of no more than 3.5 to 1.0 and an interest coverage ratio of not less than 2.5 to 1.0 for any period of four consecutive fiscal quarters. The agreement also contains covenants restricting certain corporate actions.

Upon certain events, including a change of control, AMETEK is required to offer to repurchase the notes at par value.

Interest on the notes is payable semiannually on March 17 and September 17, commencing with the interest payment due on March 17, 2011.