| Item 7.01 | Regulation FD Disclosure. |
On April 29, 2021, Insulet Corporation (the “Company” or “Insulet”) announced that it had priced its new senior secured credit facilities, comprised of a $500 million senior secured term loan B facility (the “Term Facility”) and a $60 million senior secured revolving facility (the “Revolving Facility” and, together with the Term Facility, the “Credit Facilities”).
The Company expects that loans under the Term Facility will be issued at 99.75% of the aggregate principal amount thereof and will bear interest at a rate of LIBOR plus 3.25%, with a 0.50% LIBOR floor, and that loans under the Revolving Facility will bear interest at a rate of LIBOR plus an applicable margin of 2.75% to 3.25% based on the Company’s total net leverage ratio from time to time. The Company intends to use the proceeds of the Credit Facilities for general corporate purposes, including to retire indebtedness and/or to fund investments.
The closing under the Credit Facilities is subject to customary closing conditions. The commitments in respect of the Credit Facilities and the terms and conditions thereof remain subject to the finalization and execution of definitive documentation.
The Company also issued a press release on April 29, 2021 announcing the pricing of the Credit Facilities. A copy of the press release is attached hereto as Exhibit 99.1.
The information contained in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Forward-Looking Statements
This Current Report on Form 8-K may contain forward-looking statements concerning Insulet’s expectations, anticipations, intentions, beliefs or strategies regarding the future. These forward-looking statements are based on Insulet’s current expectations and beliefs concerning future developments and their potential effects on Insulet. There can be no assurance that future developments affecting Insulet will be those that it has anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond Insulet’s control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements, and other risks and uncertainties described in Insulet’s Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission on February 24, 2021 in the section entitled “Risk Factors,” and in its other filings from time to time with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should any of its assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Insulet undertakes no obligation to publicly update or revise any forward-looking statements.
| Item 9.01 | Financial Statements and Exhibits. |
