Item 1.01. Entry into a Material Definitive Agreement.
On February 7, 2020, Iridium Satellite LLC ("Satellite"), the Registrant's
principal operating subsidiary, as the borrower, entered into Amendment No. 1
(the "Amendment") to its existing Credit Agreement, dated as of November 4,
2019, with Iridium Holdings LLC ("Holdings"), as parent and guarantor; various
lenders; and Deutsche Bank AG New York Branch, as Administrative Agent and
Collateral Agent; with Deutsche Bank Securities Inc., Barclays Bank PLC, Credit
Suisse Loan Funding LLC, and Wells Fargo Securities, LLC, as Joint Lead
Arrangers and Bookrunners (the "Credit Agreement").
Pursuant to the Amendment, Satellite borrowed an additional $200 million on the
same terms as the initial term loan of $1.45 billion, bearing interest at a per
annum rate of LIBOR plus an interest rate margin of 3.75%, with a 1.0% LIBOR
floor and maturing on November 4, 2026. The borrowings pursuant to the Amendment
are fungible with the initial borrowings. While the initial borrowings were at a
discount of 0.5% to face value, borrowings pursuant to the Amendment were issued
with premium to face value of 1.0%.
As previously announced, Satellite intends to use the $200 million proceeds from
the Amendment and cash on hand to fund the redemption of all $360,000,000
outstanding aggregate principal amount of its 10.250% Senior Notes due 2023 (the
"Notes") on February 13, 2020 (as may be extended by Satellite in its sole
discretion as described in the notice of redemption).
The foregoing description of the material terms of the Amendment does not
purport to be complete and is qualified in its entirety by reference to the full
text of the Amendment, which is filed as Exhibit 10.1 to this report and is
incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under
an-Off-Balance Sheet Arrangement of Registrant.
The information set forth under Item 1.01 of this Current Report on Form 8-K is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number Description
10.1 Amendment No. 1 to Credit Agreement dated November 4, 2019 among
Iridium Holdings LLC, Iridium Communications Inc., Iridium Satellite
LLC, Various Lenders, and Deutsche Bank AG New York Branch, as
Administrative Agent and Collateral Agent, dated as of February 7,
2020.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).*
* Submitted electronically with this Report in accordance with the provisions
of Regulation S-T.
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