Entegris restates credit facilities for $3.07 billion in two parts, gets $275 million bridge loan

By Wendy Van Sickle

Columbus, Ohio, July 6 – Entegris, Inc. and some of its subsidiaries amended and restated their credit and guaranty agreement dated Nov. 6, 2018 with Morgan Stanley Senior Funding, Inc. as administrative agent on Wednesday and entered into a 364-day bridge loan, according to an 8-K filing with the Securities and Exchange Commission.

The amended agreement provides for $3.07 billion of senior secured credit facilities, including a $2,495,000,000 initial term loan facility and a $575 million revolver with a $57.5 million sublimit for swingline loans and a $70 million sublimit for letters of credit.

The revolver matures on July 6, 2027, and the term loan matures on July 6, 2029.

The company may add one or more tranches of term loans or additional revolving commitments up to the greater of $1.1 billion or 100% of consolidated adjusted EBITDA for the then most recent period of four fiscal quarters for which financial statements are available, plus certain additional amounts.

The term loan bears interest at term SOFR plus 300 basis points.

The revolver bears interest at term SOFR plus an initial margin of 175 bps. The margin may range from 125 bps to 175 bps, depending on the first-lien net leverage ratio of Entegris and its restricted subsidiaries.

Unused revolver commitments are subject to a fee that is initially 30 bps and may range from 20 bps to 30 bps per annum.

Bridge facility

Also on July 6, Entegris and its subsidiary guarantors entered into a 364-day bridge credit and guaranty agreement providing for a $275 million senior unsecured term facility with Morgan Stanley Senior Funding as administrative agent.

Proceeds of this facility along with proceeds of the other credit facilities detailed above and cash on hand were used to finance a portion of the consideration of Entegris’ acquisition of CMC Materials, Inc.

Remaining proceeds will be used for working capital and general corporate purposes.

Borrowings bear interest at term SOFR plus 455 bps, and Entegris will also pay to each of the bridge agreement lenders duration fees equal to 0.25% of the then-outstanding principal amount of such lender’s loans at 90, 180 and 270 days after the closing date.

Entegris is a Billerica, Mass.-based supplier of advanced materials and process solutions for semiconductor and other high-technology industries. CMC Materials is an Aurora, Ill.-based supplier of advanced materials primarily for the semiconductor industry.

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