8-KAcquisitions & DispositionsFinancial EventsRegulation FD+1

COGNIZANT TECHNOLOGY SOLUTIONS CORP 8-K Report, Acquisition Completed (Nov 20, 2014)

Filed November 20, 2014For Securities:CTSH

Summary

Cognizant Technology Solutions Corporation (CTSH) announced the completion of a significant acquisition on November 20, 2014. The company, through its wholly-owned subsidiary Cognizant Domestic Holdings Corporation, acquired TZ US Parent, Inc. and TZ US Midco, LLC for an aggregate purchase price of approximately $2.0 billion in cash. This acquisition, previously disclosed on September 15, 2014, was funded partly by existing cash resources and partly by new debt financing. In conjunction with the acquisition, Cognizant entered into a new Credit Agreement providing for a $1.0 billion unsecured term loan facility, all of which was borrowed to partially fund the acquisition. Additionally, a $750 million unsecured revolving credit facility is available for general corporate purposes, though no amounts have been drawn yet. The company also issued a press release on the same date to announce the completion of this transaction. Financial statements and pro forma information related to the acquired businesses will be filed in an amendment to this report.

Key Highlights

  • 1Completion of a ~$2.0 billion acquisition of TZ US Parent, Inc. and TZ US Midco, LLC.
  • 2Acquisition was funded through a combination of cash on hand and new debt.
  • 3Entered into a new Credit Agreement with JPMorgan Chase Bank, N.A. as administrative agent.
  • 4Secured a $1.0 billion unsecured term loan, fully drawn to finance the acquisition.
  • 5Established a $750 million unsecured revolving credit facility for general corporate purposes.
  • 6Announcement made via press release furnished as an exhibit.
  • 7Financial statements and pro forma information for the acquired entities will be filed later via amendment.

Frequently Asked Questions

The primary purpose of this Form 8-K filing was to report the completion of Cognizant's acquisition of TZ US Parent, Inc. and TZ US Midco, LLC, along with the associated debt financing.

Cognizant paid an aggregate purchase price of approximately $2.0 billion in cash for the acquisition.

The acquisition was financed by a combination of Cognizant's available cash resources and borrowings under a newly established Credit Agreement, which includes a $1.0 billion term loan.

The Credit Agreement provides for a $1.0 billion unsecured term loan facility (which was fully drawn to fund the acquisition) and a $750 million unsecured revolving credit facility available for general corporate purposes. No amounts have been drawn under the revolving facility as of the filing date.