Report of Foreign Issuer (6-k)
February 06 2020 - 4:16PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF
1934
For the month of February 2020
Commission File Number 001-36535
GLOBANT
S.A.
(Exact name of registrant as specified in
its charter)
GLOBANT S.A.
(Translation of registrant's name into English)
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37A Avenue J.F.
Kennedy
L-1855, Luxembourg
Tel: + 352 20
30 15 96
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(Address of principal executive office)
Indicate by check mark whether
the registrant files or will file annual reports under cover of Form 20-F
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or Form 40-F:
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x Form 20-F
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¨ Form 40-F
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Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
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Regulation S-T Rule 101(b)(1):
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____
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Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
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Regulation S-T Rule 101(b)(7):
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GLOBANT S.A.
FORM 6-K
On February 6, 2020, Globant, LLC
(the “Borrower”), the U.S. subsidiary of Globant S.A. (the “Company”), entered into a Second Amended
and Restated Credit Agreement (the “Second A&R Credit Agreement”), by and among certain financial
institutions listed therein, as lenders (collectively, the “Lenders”), and HSBC Bank USA, National Association,
as administrative agent (in such capacity, the “Administrative Agent”), issuing bank and swingline lender. The
Second A&R Credit Agreement amends and restates the existing Amended and Restated Credit Agreement dated as of November
1, 2018, which provided for (i) a secured revolving credit facility under which the Borrower could borrow up to $150 million
in advances, and (ii) a delayed-draw term loan facility under which the Borrower could borrow up to $50 million in a single
borrowing on or prior to May 1, 2019. In addition, the Borrower could request increases of the maximum amount available under
the revolving facility in an aggregate amount not to exceed $100 million.
Under the Second A&R Credit
Agreement, the Borrower may borrow (i) up to $100 million in up to four borrowings on or prior to August 6, 2021 under a
delayed-draw term loan facility and (ii) up to $250 million under a revolving credit facility. In addition, the Borrower may
request increases of the maximum amount available under the revolving facility in an aggregate amount not to exceed $100
million. The maturity date of each of the facilities is February 5, 2025. Pursuant to the terms of the Second A&R Credit
Agreement, interest on the loans extended thereunder shall accrue at a rate per annum equal to either (i) LIBOR plus 1.50%,
or (ii) LIBOR plus 1.75%, determined based on the Borrower’s Maximum Total Leverage Ratio (as defined in the Second
A&R Credit Agreement). The Borrower’s obligations under the Second A&R Credit Agreement are guaranteed by the
Company and its subsidiary Globant España S.A., and are secured by substantially all of the Borrower’s now owned
and after-acquired assets. The Second A&R Credit Agreement also contains certain customary negative and affirmative
covenants.
The foregoing description of the Second
A&R Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such
agreement, which is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
The information contained in this report
on Form 6-K is hereby incorporated by reference into the Company’s registration statements on Form F-3 (File No. 333-225731)
and on Form S-8 (File Nos. 333-201602, 333-211835 and 333-232022), to be a part thereof from the date on which this report is submitted,
to the extent not superseded by documents or reports subsequently filed or furnished.
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Exhibit 99.1
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Second Amended and Restated Credit Agreement, dated February 6, 2020, by and among Globant, LLC, as borrower, HSBC Bank USA, National Association, Citibank N.A., BNP Paribas, BBVA USA, Truist Bank, US Bank National Association, Silicon Valley Bank, JPMorgan Chase Bank, N.A, Bank of America, N.A, as lenders, and HSBC Bank USA, N.A., as administrative agent, issuing bank and swingline lender.
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Signatures
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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GLOBANT S.A.
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By:
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/s/ SOL
MARIEL NOELLO
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Name: Sol Mariel Noello
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Title: General Counsel
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Date: February
6, 2020
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