Item 1.01 Entry into a Material Definitive Agreement.
On August 22, 2018, DXC Technology Company (the “Company”) renewed and amended its committed receivables securitization program (the “Securitization”) with PNC Bank, National Association, as administrative agent (the “Administrative Agent”) and the purchasers party thereto (the “Purchasers”). Pursuant to the amendments, DXC Technology Services LLC became an additional originator that will sell receivables and related rights under the Securitization to CSC Receivables LLC (the “SPE”), which in turn will sell such receivables to the Purchasers in return for payments of capital. In addition, the scheduled termination date of the Securitization was extended to August 21, 2019 and the facility limit was increased to $600,000,000 (the “Facility Limit”).
The Securitization program agreements contain certain customary representations and warranties and affirmative covenants, including as to the eligibility of the receivables being sold, and contributed and contain customary program termination events andnon-reinvestment events. Certain obligations of the Originators and the Servicer under the Securitization are guaranteed by the Company under a performance guaranty (the “Performance Guaranty”). However, the Performance Guaranty does not cover the SPE’s obligations to pay any yield, fees or invested amounts to the Administrative Agent or any of the Purchasers.
The foregoing description of the Securitization is qualified in its entirety by reference to the First Amendment to the Purchase and Sale Agreement, dated as of August 22, 2018, among the Originators, the Servicer and the SPE and the Third Amendment to the Receivables Purchase Agreement, dated as of August 22, 2018, among the Servicer, the SPE, the Purchasers and the Administrative Agent, which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation of anOff-Balance Sheet Arrangement of a Registrant.
The information provided in Item 1.01 of this Current Report on Form8-K is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibits are filed herewith.
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Exhibit No. | | Description |
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| 10.1 | | First Amendment to the Purchase and Sale Agreement dated as of August 22, 2018, among Computer Sciences Corporation, as Contributing Originator and Servicer,Alliance-One Services, Inc., CSC Agility Platform, Inc., CSC Consulting, Inc., CSC Cybertek Corporation, Mynd Corporation, DXC Technology Services LLC and PDA Software Services LLC, as Originators, and CSC Receivables LLC, as Buyer. |
