Exact Sciences Corp. Files 8-K on Material Definitive Agreement

TL;DR

EXAS filed an 8-K on Jan 12, 2025, for a material definitive agreement. Watch for details.

AI Summary

Exact Sciences Corp. entered into a material definitive agreement on January 12, 2025, related to financial obligations. The company, incorporated in Delaware with its principal executive offices in Madison, WI, filed this 8-K report on January 13, 2025, detailing its financial condition and operations.

Why It Matters

This filing indicates a significant financial event for Exact Sciences Corp., potentially impacting its operations and investor relations.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new financial obligations or strategic shifts that carry inherent business risks.

Key Players & Entities

• Exact Sciences Corp. (company) — Registrant
• January 12, 2025 (date) — Date of earliest event reported
• January 13, 2025 (date) — Filing date
• Delaware (jurisdiction) — State of Incorporation
• Madison, WI (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.01 — ange on which registered Common Stock, $0.01 par value per share EXAS The Nasdaq Sto
• $500,000,000 — are permitted up to a maximum amount of $500,000,000 on a revolving basis (the "Revolving Cr
• $50,000,000 — ding a letter of credit sublimit. Up to $50,000,000 of borrowings may be made, at the Compa
• $300,000,000 — maturing indebtedness equals or exceeds $300,000,000 on the Reference Date. The Revolving Cr
• $200,000,000 — cremental facilities in an amount up to $200,000,000 plus an unlimited additional amount so

Filing Documents

• exas-20250112.htm (8-K) — 43KB
• exas-20250113xexx101.htm (EX-10.1) — 1362KB
• exas-20250113xex991.htm (EX-99.1) — 26KB
• 0001124140-25-000008.txt ( ) — 1839KB
• exas-20250112.xsd (EX-101.SCH) — 2KB
• exas-20250112_def.xml (EX-101.DEF) — 15KB
• exas-20250112_lab.xml (EX-101.LAB) — 26KB
• exas-20250112_pre.xml (EX-101.PRE) — 15KB
• exas-20250112_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On January 13, 2025, Exact Sciences Corporation (the "Company") entered into a senior secured revolving credit agreement (the "Revolving Credit Agreement"), by and among the Company, as the borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent (the "Agent") and JPMorgan Chase Bank, N.A., BofA Securities, Inc. and PNC Bank, National Association, as Joint Lead Arrangers and Joint Bookrunners. The Revolving Credit Agreement replaces the Company's previous Credit Agreement, dated as of November 5, 2021, by and among the Company and PNC Bank, National Association. Borrowings under the Revolving Credit Agreement are permitted up to a maximum amount of $500,000,000 on a revolving basis (the "Revolving Credit Facility"), including a letter of credit sublimit. Up to $50,000,000 of borrowings may be made, at the Company's election, in Euros, Swiss Francs, Japanese Yen and Pounds Sterling, or any additional currencies determined by mutual agreement of the parties. Borrowings under the Revolving Credit Agreement will be used for working capital and other general corporate purposes of the Company. The Revolving Credit Facility matures on the earlier to occur of January 13, 2028 and the date that is 91 days prior to the maturity date of indebtedness of the Company and any restricted subsidiary (the "Reference Date") in the event that the aggregate outstanding principal amount of such maturing indebtedness equals or exceeds $300,000,000 on the Reference Date. The Revolving Credit Agreement also provides for uncommitted incremental facilities in an amount up to $200,000,000 plus an unlimited additional amount so long as the Company is in pro forma compliance with the consolidated secured gross leverage ratio and interest charge coverage ratio maintenance tests described below and subject to other terms and conditions set forth in the Revolving Credit Agreement. Outstanding revolving loans de

02. Results of Operations and Financial Conditions

Item 2.02. Results of Operations and Financial Conditions. On January 12, 2025, the Company announced certain preliminary financial information for the quarter and full year ended December 31, 2024. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in Item 2.02 and Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in Item 1.01 above is incorporated by reference into this Item 2.03.

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. The Company will post the PowerPoint presentation that the Company will present at the 2025 J.P. Morgan Healthcare Conference on January 13, 2025 to the Company's website, www.exactsciences.com, on the Events and Presentations page under the Investor Relations tab.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Exhibit Description 10.1 Credit Agreement dated as of January 13, 2025 by and among Exact Sciences Corporation, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and JPMorgan Chase Bank, N.A., BofA Securities, Inc. and PNC Bank, National Association, as Joint Lead Arrangers and Joint Bookrunners 99.1 Press release, dated January 12, 2025, issued by Exact Sciences Corporation, furnished herewith. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES 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. EXACT SCIENCES CORPORATION Date: January 13, 2025 By: /s/ Aaron Bloomer Aaron Bloomer Executive Vice President and Chief Financial Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR