Item 1.01. Entry into a Material Definitive Agreement.
On
Amounts outstanding under the Credit Agreement accrue interest as follows: (i) if the amounts outstanding are denominated in US Dollars, at a per annum rate equal to either, at the Company's election, Term SOFR plus a margin of 1.35% to 1.85% per annum, or a specified base rate plus a margin of 0.25% to 0.75%, in each case, depending on the average excess availability under the facility, (ii) if the amounts outstanding are denominated in Sterling, at a per annum rate equal to SONIA plus a margin of 1.2825% to 1.7825%, depending on the average excess availability under the facility, (iii) if the amounts outstanding are denominated in Euros, at a per annum rate equal to the Euro Interbank Offered Rate plus a margin of 1.25% to 1.75%, depending on the average excess availability under the facility, or (iv) if the amounts outstanding are denominated in Canadian Dollars, at a per annum rate equal to either, at the Company's election, the Canadian Dollar Offered Rate plus a margin of 1.25% to 1.75%, or a specified base rate plus a margin of 0.25% to 0.75%, in each case, depending on the average excess availability under the facility.
The covenants of the Credit Agreement include customary restrictive covenants
that, among other things, restrict the Company's ability to incur additional
indebtedness, grant liens and make certain acquisitions, investments, asset
dispositions and restricted payments. In addition, the Credit Agreement
contains certain financial covenants that require the Company to maintain a
fixed charge coverage ratio of at least 1.00 to 1.00 if excess availability
under the facility is less than the greater of 10% of the lesser of maximum
revolver amount and borrowing base and
The Credit Agreement includes customary events of default, and customary rights and remedies upon the occurrence of any event of default thereunder, including rights to accelerate the loans, terminate the commitments thereunder and realize upon the collateral securing the obligations under the Credit Agreement and any related guarantees thereof.
A copy of the Credit Agreement is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The foregoing description is qualified in its entirety by reference to the Credit Agreement.
Item 1.02. Termination of a Material Definitive Agreement.
In connection with the entry into the Credit Agreement described above under
Item 1.01, the Company terminated its existing
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The disclosure set forth in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits: 10.1 Credit Agreement datedDecember 30, 2021 , amongViavi Solutions Inc. and certain of its subsidiaries, the lenders party thereto andWells Fargo Bank, National Association , as agent. 104 Cover Page Interactive Data File - the cover page iXBRL tags are embedded within the Inline XBRL document.
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