8-KMaterial AgreementsFinancial EventsOther Events

ENTEGRIS INC 8-K Report, Material Agreement (Jun 13, 2007)

Filed June 13, 2007For Securities:ENTG

Summary

Entegris, Inc. (ENTG) filed an 8-K on June 13, 2007, announcing the execution of a new $85 million credit facility with Wells Fargo Bank, N.A., as agent. This facility comprises a $25 million term loan maturing June 30, 2008, and a $60 million revolving credit facility maturing June 30, 2010. The company intends to utilize the term loan to fund a portion of its ongoing share repurchase program and associated expenses, while the revolving credit will be used for general corporate purposes. The new credit agreement replaces the company's previous credit facility dated November 30, 1999, which was terminated on June 8, 2007. The new facility is secured by a pledge of subsidiary stock and requires compliance with financial and negative covenants that restrict certain corporate actions, such as asset sales, mergers, dividends, and incurring additional debt. Investors should note the potential for acceleration of debt upon an event of default, including cross-defaults and change of control.

Key Highlights

  • 1Entegris entered into a new $85 million credit facility, comprising a $25 million term loan and a $60 million revolving credit line.
  • 2The term loan matures on June 30, 2008, and the revolving credit facility matures on June 30, 2010.
  • 3Proceeds from the term loan are intended to finance part of Entegris's share repurchase program and related fees.
  • 4The revolving credit facility will be available for general corporate purposes.
  • 5The new credit facility replaces and terminates the company's previous credit agreement dated November 30, 1999.
  • 6The facility is secured by subsidiary stock pledges and includes various financial and negative covenants.
  • 7Events of default, such as payment defaults, covenant breaches, or change of control, could lead to acceleration of the debt.

Frequently Asked Questions

The new credit facility totals $85 million and is structured into two components: a $25 million term loan and a $60 million revolving credit facility.

The $25 million term loan is designated to fund a portion of the purchase price for shares in the company's ongoing share repurchase program, along with related fees and expenses. The $60 million revolving credit portion is available for general corporate purposes.

The term loan matures on June 30, 2008, while the revolving credit facility has a later maturity date of June 30, 2010.

The credit agreement includes financial covenants requiring quarterly compliance and negative covenants that restrict or limit the company's ability to sell assets, alter its business, engage in mergers or acquisitions, declare dividends, incur additional debt, make loans or investments, and enter into transactions with affiliates, among other things.