UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 7, 2010
Jabil Circuit, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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001-14063
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38-1886260 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.) |
10560 Dr. Martin Luther King, Jr. Street North, St. Petersburg, Florida 33716
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: (727) 577-9749
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01. |
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Entry into a Material Definitive Agreement. |
On December 7, 2010, Jabil Circuit, Inc. (the Company) entered into an amended and restated
senior unsecured five-year credit agreement (the Agreement). The Agreement provides for a
revolving credit facility in the initial amount of $1.0 billion, subject to potential increases up
to $1.3 billion (the Facility). The Agreement was entered into among the Company; the initial
lenders named therein; Citibank, N.A., as administrative agent; JPMorgan Chase Bank, N.A., as
syndication agent; and The Royal Bank of Scotland PLC and Bank of America, N.A., as documentation
agents. Some or all of the lenders under the Facility and their affiliates have various other
relationships with the Company and its subsidiaries involving the provision of financial services,
including cash management, loans, letter of credit and bank guarantee facilities, investment
banking and trust services. The Company and some of its subsidiaries have entered into foreign
exchange contracts and other derivative arrangements with certain of the lenders and their
affiliates. In addition, many if not most of the agents and lenders under the Facility held
positions as agent and/or lender under the Companys Existing Credit Agreement, as defined below.
The revolving credit portion of the Facility terminates on December 7, 2015. Interest and fees on
Facility advances are based on the Companys non-credit enhanced long-term senior unsecured debt
rating as determined by Standard & Poors Rating Service and Moodys Investor Service. Interest is
charged at a rate equal to either 0.40% to 1.50% above the base rate or 1.40% to 2.50% above the
Eurocurrency rate, where the base rate represents the greatest of Citibank, N.A.s prime rate,
0.50% above the federal funds rate, and 1.0% above one-month LIBOR, and the Eurocurrency rate
represents adjusted LIBOR for the applicable interest period, each as more fully described in the
Agreement. Fees include a facility fee based on the revolving credit commitments of the lenders and
a letter of credit fee based on the amount of outstanding letters of credit. Based on the Companys
current non-credit enhanced long-term senior unsecured debt rating as determined by Standard &
Poors Rating Service and Moodys Investor Service, the current rate of interest would be 0.850%
above the base rate or 1.850% above the Eurocurrency rate. The Facility includes various covenants,
limitations and events of default customary for similar facilities for similarly rated borrowers.
As of the date of filing this Current Report on Form 8-K, draws in the approximate amount of $300
million in revolving credit advances have been made and are outstanding under the Facility.
The Agreement amends and restates the Companys five-year credit agreement dated July 19,
2007, as amended (the Existing Credit Agreement), which established a revolving credit facility
in the initial amount of $800.0 million, subject to potential increases up to $1.0 billion, and a
term loan in the amount of $400.0 million, and was to terminate on July 19, 2012. The Existing
Credit Agreement was entered into among the Company; the initial lenders named therein; Citicorp
USA, Inc., as administrative agent; JPMorgan Chase Bank, N.A., as syndication agent; and The Royal
Bank of Scotland PLC, Royal Bank of Canada, Bank of America, N.A., UBS Loan Finance LLC and Credit
Suisse, Cayman Islands Branch, as documentation agents.
Some or all of the lenders under the Existing Credit Agreement and their affiliates have
various other relationships with the Company and its subsidiaries involving the provision of
financial services, including cash management, loans, letter of credit and bank guarantee
facilities, investment banking and trust services. The Company and some of its subsidiaries have
entered into foreign exchange contracts and other derivative arrangements with certain of the
lenders and their affiliates. In addition, many if not most of the agents and lenders under the
Existing Credit Agreement hold positions as agent and/or lender under the Agreement.
The foregoing description of the Agreement is qualified in its entirety by reference to the
complete terms and conditions of the Agreement, which will be filed as an exhibit to the Companys
Quarterly Report on Form 10-Q for its next fiscal quarter.
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Item 1.02. |
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Termination of a Material Definitive Agreement. |
The information included in Item 1.01 of this Report is incorporated by reference into this
Item 1.02.
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Item 2.03. |
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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant. |
The information included in Item 1.01 of this Report is incorporated by reference into this
Item 2.03.
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