Summary
Keysight Technologies, Inc. (KEYS) filed an 8-K on February 22, 2017, to report on material definitive agreements related to financing. The most significant development is the entry into an Agreement and Plan of Merger with Ixia on January 30, 2017, with the intention of merging Ixia into a wholly-owned subsidiary of Keysight. This acquisition is not subject to a financing condition, indicating Keysight's commitment and preparedness to fund the transaction. Further details provided in this filing relate to the financing arrangements put in place to support the Ixia acquisition. This includes an Amended and Restated Revolving Credit Agreement establishing a $450 million unsecured facility and a Term Credit Agreement for a $400 million delayed draw senior unsecured term loan. These credit facilities, along with a previously announced bridge loan facility, are intended to fund a significant portion of the merger consideration, associated fees, and the repayment of Ixia's existing debt upon closing.
Key Highlights
- 1Keysight Technologies entered into a Merger Agreement with Ixia on January 30, 2017, to acquire the company.
- 2The acquisition of Ixia is not contingent on Keysight securing financing.
- 3On February 15, 2017, Keysight entered into an Amended and Restated Revolving Credit Agreement for a $450 million, five-year unsecured facility expiring in February 2022.
- 4The company also entered into a Term Credit Agreement for a $400 million delayed draw senior unsecured term loan facility.
- 5The term loans are intended to finance a portion of the Ixia merger consideration, related fees, and the repayment of Ixia's existing indebtedness.
- 6In connection with the Term Credit Agreement, the commitments under a previously announced bridge loan facility were reduced by $400 million.
- 7The filing includes details on the credit facilities that provide significant liquidity to fund the pending Ixia acquisition.