8-KMaterial AgreementsExhibits & Filings

FAIR ISAAC CORP 8-K Report, Material Agreement (Apr 17, 2015)

Filed April 17, 2015For Securities:FICO

Summary

Fair Isaac Corporation (FICO) filed an 8-K on April 17, 2015, to report an amendment to its existing Credit Agreement. The primary change introduced by this amendment, dated April 16, 2015, is the removal of specific provisions within the definition of a "change of control." Specifically, the amendment eliminates language that previously tied a change of control event to any changes in the composition of the Company's board of directors. This modification is significant for investors as it provides greater flexibility to the company regarding board composition without triggering a default or renegotiation under its credit facility. The amendment was made to the Amended and Restated Credit Agreement originally dated December 30, 2014, with Wells Fargo Bank, National Association acting as the administrative agent.

Key Highlights

  • 1FICO amended its Credit Agreement on April 16, 2015.
  • 2The amendment modifies the definition of 'change of control'.
  • 3Specifically, provisions related to changes in the board of directors' composition were removed from the change of control definition.
  • 4This amendment offers increased flexibility to the company regarding its board structure.
  • 5The agreement was originally dated December 30, 2014, and amended on April 16, 2015.
  • 6Wells Fargo Bank, N.A. serves as the administrative agent for the credit facility.
  • 7The filing was made on April 17, 2015, as an 8-K Current Report.

Frequently Asked Questions

The main purpose of this 8-K filing is to announce an amendment to Fair Isaac Corporation's (FICO) existing Credit Agreement. The amendment specifically alters the definition of a 'change of control'.

The amendment removes the clause within the 'change of control' definition that previously considered any changes in the composition of FICO's board of directors as a trigger for a change of control event.

This amendment provides FICO with greater operational flexibility. The company can now make changes to its board composition without risking a default or triggering covenants under its credit agreement, which could have led to the acceleration of debt or required renegotiation.

The key parties involved are Fair Isaac Corporation (the Company), the various banks and financial institutions that are lenders, Wells Fargo Securities, LLC and U.S. Bank National Association as joint lead arrangers and joint bookrunners, U.S. Bank National Association as syndication agent, and Wells Fargo Bank, National Association as the administrative agent.