BILLERICA, Mass.--(BUSINESS WIRE)--Nov. 6, 2018--
Entegris, Inc. (NasdaqGS: ENTG) (the “Company”), a leader in specialty
chemicals and advanced materials solutions for the microelectronics
industry, today announced that it has closed new senior secured credit
facilities totaling $700.0 million (the “Credit Facilities”) and used a
portion of the proceeds to repay and terminate its existing secured
credit facilities. The Credit Facilities will be senior secured
obligations of the Company and will be guaranteed by certain of its
subsidiaries. Goldman Sachs Bank USA, Barclays Bank PLC, Citigroup
Global Markets Inc., Morgan Stanley Senior Funding, Inc., PNC Capital
Markets LLC and Suntrust Robinson Humphrey, Inc. acted as joint lead
arrangers for the Credit Facilities. Goldman Sachs Bank USA will serve
as the administrative agent and collateral agent for the lenders under
the Credit Facilities.
The Credit Facilities consist of a term loan facility totaling $400.0
million and a $300.0 million revolving credit facility. The term loans
were fully drawn at closing. No amount was drawn under the revolving
credit facility at closing.
The term loans bear interest at a rate per annum of, at the Company’s
option, either (i) the Base Rate (as defined in the credit agreement)
plus an applicable margin of 1.00%, or (ii) the Adjusted Eurodollar Rate
(as defined in the credit agreement) plus an applicable margin of 2.00%.
The Company’s borrowings pursuant to the revolving line of credit
initially bear interest at a rate per annum of, at the Company’s option,
either (i) the Base Rate plus an applicable margin of 0.25%, or (ii) the
Adjusted Eurodollar Rate plus an applicable margin of 1.25%. Commencing
with the completion of the first fiscal quarter ending after the
closing, the Company’s borrowings pursuant to the revolving line of
credit will bear interest at a rate per annum of, at the Company’s
option, either (i) the Base Rate plus an applicable margin of 0.25% to
0.75%, depending on the Company’s senior secured net leverage ratio, or
(ii) the Adjusted Eurodollar Rate plus an applicable margin of 1.25% to
1.75%, depending on the Company’s senior secured net leverage ratio.
The Company used approximately $109 million of the proceeds of the new
term loans to repay and terminate its existing secured credit
facilities. The Company may use the remaining proceeds of the new term
loans and available capacity under the new revolving credit facility for
working capital and other general corporate purposes, including to
finance permitted acquisitions and other permitted investments, subject
to the terms of the credit agreement.
Foley Hoag LLP represented the Company in the transaction, and Cravath,
Swaine & Moore LLP represented the joint lead arrangers in the
transaction.
ABOUT ENTEGRIS
Entegris is a leading chemicals and advanced specialty materials
solutions provider for the microelectronics industry and other high-tech
industries. Entegris is ISO 9001 certified and has manufacturing,
customer service and/or research facilities in the United States, China,
France, Germany, Israel, Japan, Malaysia, Singapore, South Korea and
Taiwan. Additional information can be found at www.entegris.com.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. The
words “believe,” “expect,” “anticipate,” “intends,” “estimate,”
“forecast,” “project,” “should,” “may,” “will,” “would” or the negative
thereof and similar expressions are intended to identify such
forward-looking statements. These forward-looking statements include
statements related to the potential use of proceeds from the new senior
secured credit facilities; the Company's capital allocation strategy,
which may be modified at any time for any reason, including share
repurchases, dividends, debt repayments and potential acquisitions; and
other matters. These statements involve risks and uncertainties, and
actual results may differ. These risks and uncertainties include, but
are not limited to, weakening of global and/or regional economic
conditions, generally or specifically in the micro-electronics industry,
which could decrease the demand for our products and solutions; our
ability to meet rapid demand shifts; our ability to continue
technological innovation and introduce new products to meet our
customers' rapidly changing requirements; our concentrated customer
base; our ability to identify, effect and integrate acquisitions, joint
ventures or other transactions; our ability to protect and enforce
intellectual property rights; operational, political and legal risks of
our international operations; our dependence on sole source and limited
source suppliers; the increasing complexity of certain manufacturing
processes; raw material shortages and price increases; changes in
government regulations of the countries in which we operate; fluctuation
of currency exchange rates; fluctuations in the market price of
Entegris’ stock; the level of, and obligations associated with, our
indebtedness; and other risk factors and additional information
described in our filings with the Securities and Exchange Commission,
including under the heading “Risks Factors” in Item 1A of our Annual
Report on Form 10-K for the fiscal year ended December 31, 2017, filed
on February 15, 2018, and in our other periodic filings. The Company
assumes no obligation to update any forward-looking statements or
information, which speak as of their respective dates.
View source version on businesswire.com: https://www.businesswire.com/news/home/20181106005904/en/
Source: Entegris, Inc.
Entegris, Inc.
Bill Seymour, +1 978-436-6500
VP of Investor
Relations
irelations@entegris.com