8-KMaterial AgreementsFinancial Events

CIENA CORP 8-K Report, Material Agreement (Aug 15, 2012)

Filed August 15, 2012For Securities:CIEN

Summary

CIENA CORP (CIEN) has entered into a new senior secured asset-based revolving credit facility totaling $150 million, with an option to increase it to $200 million. This facility, effective August 13, 2012, is primarily intended to support the issuance of letters of credit, thereby reducing the need for Ciena to use its own cash as collateral for these instruments. The credit facility matures on August 13, 2015, but has potential earlier maturity dates tied to the outstanding convertible notes due in 2013 and 2015, contingent on Ciena meeting specific financial criteria related to its cash position. The credit facility is secured by Ciena's current assets, including accounts receivable and inventory. Covenants within the agreement impose customary restrictions on Ciena's ability to pay dividends, incur debt, create liens, and engage in certain other corporate actions, though some exceptions exist. Ciena will also be required to maintain a minimum fixed charge coverage ratio or a minimum level of unrestricted cash and cash equivalents to avoid stricter oversight and potential automatic application of funds to the credit facility.

Key Highlights

  • 1Ciena Corporation established a new $150 million senior secured asset-based revolving credit facility, with potential to expand to $200 million.
  • 2The primary purpose of the credit facility is to support the issuance of letters of credit, reducing Ciena's cash collateral requirements.
  • 3The facility matures on August 13, 2015, but may mature earlier under specific conditions related to outstanding convertible notes.
  • 4Borrowings under the facility are secured by eligible inventory and accounts receivable.
  • 5Interest rates are floating, based on LIBOR or base rates, plus an applicable margin.
  • 6Customary covenants restrict Ciena's financial and operational flexibility, with certain exceptions.
  • 7Minimum fixed charge coverage ratio or unrestricted cash requirements are in place to maintain availability and avoid stricter terms.

Frequently Asked Questions

The primary purpose of the new $150 million asset-based revolving credit facility is to provide Ciena with a more efficient way to support its letters of credit. By using this facility, Ciena can reduce its reliance on using its own cash to collateralize these letters of credit, thereby freeing up cash for other business needs.

The credit facility matures on August 13, 2015. However, it can mature earlier on January 31, 2013, if Ciena's 0.25% senior convertible notes due May 1, 2013, are still outstanding and Ciena fails to meet certain cash position criteria. It can also mature earlier on December 15, 2014, if Ciena's 4.00% senior convertible notes due March 15, 2015, are outstanding.

The credit facility is secured by a first priority lien on substantially all of Ciena's current assets, including eligible accounts receivable, inventory, cash, deposit and securities accounts, and other related assets, for both U.S. and Canadian operations.

Yes, Ciena is required to maintain a minimum fixed charge coverage ratio of 1.0 to 1.0 under certain conditions when excess availability under the credit facility is low. Additionally, Ciena must maintain at least $200 million in aggregate unrestricted cash and cash equivalents at all times. Failure to meet these requirements can trigger more stringent terms and daily sweeps of funds to the credit facility.