8-KMaterial AgreementsFinancial EventsExhibits & Filings

Johnson Controls International plc 8-K Report, Material Agreement (Mar 28, 2011)

Filed March 28, 2011For Securities:JCI

Summary

This 8-K filing by Tyco International Ltd. (not Johnson Controls International plc as stated in the prompt) on March 28, 2011, announces the entry into a new $750 million Four-Year Senior Unsecured Credit Agreement. This new agreement effectively replaces and consolidates existing credit facilities. Investors should note that this action strengthens Tyco's liquidity position by establishing a larger, single credit line for general corporate purposes, including working capital and capital expenditures. The agreement terminates a previous three-year credit facility and reduces commitments under another five-year facility, ultimately resulting in Tyco having $1.5 billion in senior unsecured revolving credit lines available. The company did not draw down any funds at closing, indicating a proactive approach to maintaining financial flexibility. The new credit agreement includes customary covenants, such as a leverage ratio requirement of 3.5 to 1.0, and standard restrictions on granting liens, fundamental changes, and incurring additional debt.

Key Highlights

  • 1Tyco International entered into a new $750 million Four-Year Senior Unsecured Credit Agreement.
  • 2The new agreement consolidates and streamlines existing credit facilities.
  • 3Total senior unsecured revolving credit lines available to Tyco now stand at $1.5 billion.
  • 4No proceeds were drawn down at the closing of the new credit agreement, preserving liquidity.
  • 5The credit facility is for general corporate purposes, including working capital and capital expenditures.
  • 6The agreement includes a financial covenant requiring a leverage ratio of 3.5 to 1.0 (debt to EBITDA).
  • 7Customary negative covenants are in place, limiting certain actions like granting liens and incurring additional debt.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report Tyco International's entry into a new material definitive agreement: a $750 million Four-Year Senior Unsecured Credit Agreement.

This new agreement, combined with adjustments to existing facilities, results in Tyco having a total of $1.5 billion in senior unsecured revolving credit lines available, up from previous arrangements.

No, Tyco International did not draw down any proceeds from the new credit agreement at closing. This indicates the company is securing financial flexibility rather than immediately needing funds.

The agreement includes a financial covenant requiring Tyco to maintain a leverage ratio (consolidated total debt to consolidated EBITDA) of no more than 3.5 to 1.0. It also contains customary negative covenants that restrict actions such as granting liens, engaging in fundamental corporate changes, and incurring additional subsidiary debt.