Item 1.01. Entry into a Material Definitive Agreement
Amendment and Restatement of Term Loan Agreement
As previously reported in a Current Report on Form 8-K filed by Lam Research Corporation (the “Company”) on November 12, 2015 (the “Prior 8-K”), on November 10, 2015, the Company entered into an unsecured term loan agreement (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Existing Term Loan Agreement”), with JPMorgan Chase Bank, N.A., as administrative agent, Goldman Sachs Bank, USA, JPMorgan Chase Bank, N.A., Barclays Bank PLC and Citibank, N.A., as joint bookrunners and joint lead arrangers, and the lenders and other agents named therein. The Existing Term Loan Agreement provides for a $900 million senior unsecured term loan facility composed of two tranches: (i) a $375.0 million tranche of 3-year senior unsecured loans; and (ii) a $525.0 million tranche of 5-year senior unsecured loans.
On May 13, 2016, the Company entered into the Amended and Restated Term Loan Agreement (the “Amended and Restated Term Loan Agreement”), among the Company, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, which amends and restates the Company’s Existing Term Loan Agreement.
Among other things, the Amended and Restated Term Loan Agreement provides for a $630.0 million increase to the Company’s 3-year tranche of senior unsecured term loans, from $375.0 million under the Existing Term Loan Agreement to $1,005.0 million under the Amended and Restated Term Loan Agreement. Other than as disclosed in the preceding sentence, the material terms of the Amended and Restated Term Loan Agreement are substantially the same as the Existing Term Loan Agreement.
The foregoing description of the Amended and Restated Term Loan Agreement does not purport to be a complete description of its terms and is qualified in all respects by reference to the complete text of the Amended and Restated Term Loan Agreement, a copy of which is being filed as Exhibit 10.1 hereto and is incorporated into this Item 1.01 by reference. The Existing Term Loan Agreement is summarized in more detail in the Prior 8-K, which summary is qualified in all respects by reference to the complete text of the Existing Term Loan Agreement filed as Exhibit 10.2 to the Prior 8-K and incorporated into this Item 1.01 by reference, in each case as amended or superseded by the disclosure provided herein and the full text of the Amended and Restated Term Loan Amendment.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The disclosure under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference in response to this Item 2.03.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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10.1
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Amended and Restated Term Loan Agreement, dated May 13, 2016, among Lam Research Corporation, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.
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