8-KMaterial AgreementsExhibits & Filings

Edwards Lifesciences Corp 8-K Report, Material Agreement (Sep 30, 2005)

Filed September 30, 2005For Securities:EW

Summary

This 8-K filing from Edwards Lifesciences Corporation details two material definitive agreements that impact the company's financial flexibility and operational capacity. The company has executed a First Amendment to its Five Year Credit Agreement, which primarily serves to reallocate lender commitments across various currencies. This amendment is significant for ensuring continued access to diverse funding sources and maintaining a robust credit facility. Furthermore, the company amended its Receivables Purchase Agreement through a Seventh Amendment. This amendment redefines the pool of eligible receivables for financing and importantly, extends the agreement's maturity date to September 19, 2006. The extension of the receivables financing facility provides the company with enhanced short-term liquidity and operational runway, crucial for managing working capital and funding ongoing business activities.

Key Highlights

  • 1Edwards Lifesciences entered into a First Amendment to its Five Year Credit Agreement, effective September 29, 2005.
  • 2The First Amendment to the Credit Agreement reallocates lender commitments across various currencies.
  • 3Edwards Lifesciences affiliates entered into a Seventh Amendment to its Receivables Purchase Agreement, effective September 27, 2005.
  • 4The Seventh Amendment redefines the pool of Company receivables eligible for financing.
  • 5The Receivables Purchase Agreement maturity date has been extended to September 19, 2006.
  • 6These amendments are considered material definitive agreements, impacting the company's financing and liquidity.
  • 7The filing provides details on the parties involved in both the credit agreement and the receivables purchase agreement.

Frequently Asked Questions

The primary purpose of the First Amendment to the Five Year Credit Agreement is to reallocate the commitments of various lenders across different currencies. This ensures the company can effectively utilize its credit facility in a flexible manner, accommodating potential fluctuations in currency needs.

The Seventh Amendment to the Receivables Purchase Agreement benefits Edwards Lifesciences by redefining which receivables are eligible for financing, potentially increasing the pool of assets available for this purpose. Crucially, it extends the maturity date of the agreement to September 19, 2006, providing the company with continued access to liquidity through its receivables financing for a longer period.

This filing does not indicate new debt issuance or a fundamental change in the company's overall debt structure. Instead, it reflects adjustments to existing financing agreements – specifically, the reallocation of commitments within an existing credit facility and an extension of an existing receivables purchase agreement. These are operational adjustments to maintain financial flexibility.

Key financial institutions involved include JP Morgan Chase Bank as Administrative Agent, J.P. Morgan Europe Limited as London Agent, Mizuho Corporate Bank, Limited as Tokyo Agent, Bank of America, N.A. as Syndication Agent, and The Bank of Tokyo - Mitsubishi, Ltd., Mizuho Corporate Bank, Limited, Suntrust Bank, and Wachovia Bank, N.A. as Documentation Agents for the credit agreement. Wachovia Bank, N.A. is also involved as a party to the Receivables Purchase Agreement.