| Item 1.01. | Entry into a Material Definitive Agreement. |
On September 19, 2018, Fiserv, Inc. (the “Company”) entered into a Third Amended and Restated Credit Agreement (the “Credit Agreement”) among the Company and the financial institutions party thereto. The Credit Agreement amended and restated the Company’s existing $2.0 billion revolving credit agreement dated as of April 30, 2015 (the “Existing Credit Agreement”).
The Credit Agreement provides for a senior unsecured revolving credit facility that matures on September 19, 2023. The initial maximum aggregate amount of availability under the revolving credit facility is $2.0 billion, of which $1.12 billion was drawn as of September 19, 2018. The Credit Agreement otherwise has substantially the same terms and conditions as the Existing Credit Agreement, including as set forth below.
The Company may borrow, repay andre-borrow amounts under the Credit Agreement from time to time until the maturity of the revolving credit facility. Voluntary prepayments and commitment reductions under the Credit Agreement are permitted at any time generally without fee.
Borrowings under the Credit Agreement bear interest at variable rates, including based on LIBOR or on a base rate, in each case, plus a specified margin based upon the Company’s long-term debt rating in effect from time to time. The Credit Agreement also requires the Company to pay a facility fee based on the aggregate commitments in effect under the Credit Agreement from time to time, whether used or unused, and fees based on the amount available to be drawn under letters of credit issued under the Credit Agreement from time to time, in each case in amounts that fluctuate based upon the Company’s long-term debt rating in effect from time to time.
The Credit Agreement contains various restrictions and covenants that require the Company, among other things, to (1) limit its consolidated indebtedness as of the end of each fiscal quarter to no more than three andone-half times the Company’s consolidated net earnings before interest, taxes, depreciation, amortization,non-cash charges and expenses and certain other adjustments (“EBITDA”) during the period of four fiscal quarters then ended, subject to certain exceptions, and (2) maintain EBITDA of at least three times its consolidated interest expense as of the end of each fiscal quarter for the period of four fiscal quarters then ended.
The Credit Agreement also contains customary events of default. If an event of default under the Credit Agreement occurs and is continuing, then the administrative agent may terminate the lenders’ commitments and declare any outstanding obligations under the Credit Agreement to be immediately due and payable. In addition, if the Company or any of its material subsidiaries becomes the subject of voluntary or involuntary proceedings under any bankruptcy, insolvency or similar law, then the lenders’ commitments will automatically terminate and any outstanding obligations under the Credit Agreement will automatically become immediately due and payable.
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