UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 20, 2017
CAVIUM, INC.
(Exact Name of Registrant as Specified in its Charter)
| | | | |
| Delaware | | 001-33435 | | 77-0558625 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
2315 N. First Street
San Jose, California 95131
(Address of principal executive offices, including zip code)
(408)943-7100
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
Credit Agreement Amendment
On March 20, 2017, Cavium, Inc. (the “Company”), entered into Amendment No. 1 (the “Amendment”) to the Credit Agreement among the Company, Cavium Networks LLC, as a guarantor, QLogic Corporation, as a guarantor, JPMorgan Chase Bank, N.A. as Administrative Agent and the lenders party thereto. The Amendment provides for, among other things, (i) a replacement of outstanding initial term loans with new termB-1 loans (the “Refinanced Term B Loans”) in a principal amount of $612,250,000, (ii) a reduction of the interest rate margin applicable to such loans initially from 3.00% per annum to 2.25% per annum in the case of LIBOR loans and from 2.00% per annum to 1.25% per annum with respect to base rate loans, and (iii) a prepayment premium of 1.00% in connection with any repricing transaction with respect to the Refinanced Term B Loans within six months of the closing date of the Amendment.
The description of the Amendment contained in this Current Report on Form8-K is qualified in its entirety by reference to the complete text of the Amendment, a copy of which is filed herewith as Exhibit 10.1 and is incorporated by reference herein.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under anOff-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| | |
Exhibit No. | | Description |
| |
| 10.1 | | Amendment No. 1 to the Credit Agreement, dated as of March 20, 2017, among Cavium, Inc., Cavium Networks LLC, QLogic Corporation, JPMorgan Chase Bank, N.A. as Administrative Agent and the lenders party thereto. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | |
| | CAVIUM, INC. |
| | |
| Dated: March 22, 2017 | | By: | | /s/ Vincent Pangrazio |
| | | | Name: | | Vincent Pangrazio |
| | | | Title: | | SVP, General Counsel and Secretary |
EXHIBIT INDEX
| | |
Exhibit | | Description |
| |
| 10.1 | | Amendment No. 1 to the Credit Agreement, dated as of March 20, 2017, among Cavium, Inc., Cavium Networks LLC, QLogic Corporation, JPMorgan Chase Bank, N.A. as Administrative Agent and the lenders party thereto. |
