Roper amends revolver’s maximum leverage ratio for Deltek purchase

By Wendy Van Sickle

Columbus, Ohio, Dec. 7 – Roper Technologies, Inc. entered an amendment Tuesday to its credit agreement dated Sept. 23 with JPMorgan Chase Bank, NA as administrative agent in anticipation of its acquisition of Project Diamond Holdings Corp. (Deltek), according to an 8-K filed with the Securities and Exchange Commission.

The amendment increases the maximum consolidated total leverage ratio to 4.25 times through June 30, 2017 and then to 4 times through Dec. 31, 2017 if the acquisition closes by Dec. 31, or to 4.25 times from Jan. 1 through June 30, 2017 and then to 4 times through Dec. 31, 2017 if the acquisition closes after the end of the year but by March 31, 2017. The ratio is currently 3.5 times.

The amendment also excludes any debt used to finance the acquisition from the calculation of the consolidated total leverage ratio until the acquisition is consummated or five business days after it is terminated, as long as those proceeds are held in escrow or are held by the company in an account at the administrative agent or a lender under the credit agreement as unrestricted cash or cash equivalents.

The $2.5 billion revolver was led by JPMorgan Chase Bank, NA, Wells Fargo Securities, LLC and Bank of America Merrill Lynch as lead arrangers and joint bookrunners.

JPMorgan is administrative agent, while Wells Fargo Bank, NA and Bank of America, NA acted as syndication agents, and MUFG, Mizuho Bank, Ltd., PNC Bank, NA, Suntrust Bank and TD Bank, NA acted as documentation agents.

The $2.8 billion all-cash acquisition of the software provider is planned to be financed by cash on hand, borrowings under the revolver and new debt to be issued soon.

Roper Technologies is a Sarasota, Fla.-based diversified technology company.

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