Cooper Companies Enters/Terminates Agreements, Creates Obligations

TL;DR

Cooper Companies made some big moves on agreements and debt today, details TBD.

AI Summary

On May 1, 2024, The Cooper Companies, Inc. entered into a material definitive agreement and also terminated a material definitive agreement. The company also created a direct financial obligation or an obligation under an off-balance sheet arrangement. Specific details regarding these agreements and obligations are not provided in this filing.

Why It Matters

This filing indicates significant changes in Cooper Companies' contractual and financial obligations, which could impact its future financial performance and strategic direction.

Risk Assessment

Risk Level: medium — The filing indicates material definitive agreements were entered into and terminated, along with the creation of financial obligations, suggesting potential shifts in the company's financial structure and operations.

Key Players & Entities

• THE COOPER COMPANIES, INC. (company) — Registrant
• May 1, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $2.300 billion — y") in an aggregate principal amount of $2.300 billion with a sublimit of $1.000 billion for b
• $1.000 billion — nt of $2.300 billion with a sublimit of $1.000 billion for borrowings in currencies other than
• $1.150 billion — n aggregate amount up to the greater of $1.150 billion and 100% of consolidated EBITDA (as def

Filing Documents

• coo-20240501.htm (8-K) — 38KB
• a2024creditagreement.htm (EX-10.1) — 1140KB
• amendmentno2.htm (EX-10.2) — 777KB
• 0000711404-24-000024.txt ( ) — 2405KB
• coo-20240501.xsd (EX-101.SCH) — 2KB
• coo-20240501_lab.xml (EX-101.LAB) — 22KB
• coo-20240501_pre.xml (EX-101.PRE) — 13KB
• coo-20240501_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

ITEM 1.01. Entry into a Material Definitive Agreement. Entry into Revolving Credit and Term Loan Agreement dated May 1, 2024 On May 1, 2024, The Cooper Companies, Inc. (the "Company") entered into a Revolving Credit Agreement (the "Credit Agreement"), among the Company, CooperVision International Limited ("CooperVision International" and, together with the Company, individually each a "Borrower" and collectively, the "Borrowers"), the lenders from time to time party thereto, PNC Bank, National Association ("PNC Bank"), as administrative agent, and the other parties thereto. The Credit Agreement provides for a multicurrency revolving credit facility (the "Revolving Credit Facility") in an aggregate principal amount of $2.300 billion with a sublimit of $1.000 billion for borrowings in currencies other than U.S. dollars. Unless terminated earlier, the Revolving Credit Facility matures on May 1, 2029. In addition, the Company has the ability from time to time to request an increase to the size of the Revolving Credit Facility or establish one or more new term loans under the Credit Agreement in an aggregate amount up to the greater of $1.150 billion and 100% of consolidated EBITDA (as defined in the Credit Agreement), subject to the discretionary participation of the lenders. Amounts outstanding under the Revolving Credit Facility will bear interest, at the Company's option, at either the base rate, which is a rate per annum equal to the greatest of (a) PNC Bank's prime rate, (b) one-half of one percent in excess of the federal funds effective rate and (c) one percent in excess of the adjusted secured overnight financing rate ("SOFR") for a one month interest period on such day, or the adjusted SOFR or adjusted foreign currency rate, plus, in each case, an applicable rate of, initially, 12.5 basis points, in respect of base rate loans, and 112.5 basis points, in respect of adjusted SOFR or adjusted foreign currency rate loans. Following a specified period after th

02. Termination of a Material Definitive Agreement

ITEM 1.02. Termination of a Material Definitive Agreement. On May 1, 2024, in connection with the Company's entry into the Credit Agreement, the Company terminated its existing Revolving Credit and Term Loan Agreement, dated as of April 1, 2020 (as subsequently amended, the "2020 Credit Agreement"), among the Company, CooperVision International, the lenders from time to time party thereto, KeyBank, National Association, as administrative agent, and the other parties thereto. In connection with the termination, all letters of credit outstanding under the 2020 Credit Agreement were transferred to the Credit Agreement.

03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

ITEM 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement . The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated in this Item 2.03 by reference.

01. Financial Statements and Exhibits

ITEM 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Description 10.1 Revolving Credit Agreement, dated as of May 1, 2024, among the Company, CooperVision International Limited, the lenders from time to time party thereto, and PNC Bank, National Association, as administrative agent. 10.2 Amendment No. 2 to Term Loan Agreement, dated as of May1, 2024, among the Company, the lenders party thereto, and PNC Bank, as administrative Agent. 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. THE COOPER COMPANIES, INC. By: /s/ Nicholas S. Khadder Nicholas S. Khadder General Counsel & Corporate Secretary Dated: May 1, 2024

View Full Filing

View this 8-K filing on SEC EDGAR