Henry Schein Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement
UNITED STATES
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| Item 1.01 | Entry into a Material Definitive Agreement. |
Amended and Restated Term Loan Credit Agreement
On June 6, 2025, Henry Schein, Inc. (the “Company”) amended and restated its existing $750 million credit agreement, dated as of July 11, 2023, by and among the Company, the several lenders parties thereto, JPMorgan Chase Bank, N.A., as administrative agent and joint lead arranger, U.S. Bank National Association, as syndication agent and joint lead arranger, and The Toronto-Dominion Bank, New York Branch, and Bank of America, N.A., as co-documentation agents and joint lead arrangers and ING Bank, N.V. and BNP Paribas, as co-documentation agents (the “Amended and Restated Term Loan Credit Agreement”), to, among other things, (i) extend the termination date to June 6, 2030, and (ii) modify certain financial definitions and covenants. The Company plans to use its amended and restated credit facility for working capital and general corporate purposes, including, but not limited to, capital expenditures, the repurchase of the Company’s capital stock and permitted refinancing of existing debt, as well as for funding potential acquisitions.
The Amended and Restated Term Loan Credit Agreement contains customary representations, warranties and affirmative covenants as well as customary negative covenants, subject to negotiated exceptions, on liens, indebtedness, significant corporate changes (including mergers), dispositions and certain restrictive agreements. The Amended and Restated Term Loan Credit Agreement also contains customary events of default, such as payment defaults, cross-defaults to other material indebtedness, bankruptcy and insolvency, the occurrence of a defined change in control, or the failure to observe the negative covenants and other covenants related to the operation of the Company’s business.
The above description of the Amended and Restated Term Loan Credit Agreement is not complete and is qualified in its entirety by the actual terms of the Amended and Restated Term Loan Credit Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Third Amended and Restated Revolving Credit Facility
On June 6, 2025, the Company amended and restated its existing $1 billion revolving credit agreement, dated as of August 20, 2021, by and among the Company, the several lenders parties thereto, and JPMorgan Chase Bank, N.A., as administrative agent, U.S. Bank National Association, as syndication agent, and The Toronto-Dominion Bank, New York Branch, Bank of America, N.A., UniCredit Bank, A.G., the Bank of New York Mellon, ING Bank, N.V. and HSBC Bank USA, N.A., as co-documentation agents (the “Third Amended and Restated Revolving Credit Agreement”), to, among other things, modify certain financial definitions and covenants. The Company plans to use its amended and restated credit facility for working capital and general corporate purposes, including, but not limited to, capital expenditures, the repurchase of the Company’s capital stock and permitted refinancing of existing debt, as well as for funding potential acquisitions.
The Third Amended and Restated Revolving Credit Agreement contains customary representations, warranties and affirmative covenants as well as customary negative covenants, subject to negotiated exceptions, on liens, indebtedness, significant corporate changes (including mergers), dispositions and certain restrictive agreements. The Third Amended and Restated Revolving Credit Agreement also contains customary events of default, such as payment defaults, cross-defaults to other material indebtedness, bankruptcy and insolvency, the occurrence of a defined change in control, or the failure to observe the negative covenants and other covenants related to the operation of the Company’s business.
The above description of the Third Amended and Restated Revolving Credit Agreement is not complete and is qualified in its entirety by the actual terms of the Third Amended and Restated Revolving Credit Agreement, a copy of which is attached hereto as Exhibit 10.2 and is incorporated herein by reference.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information required by this Item is included in Item 1.01 of this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
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.
| HENRY SCHEIN, INC. | ||||||
| Date: June 9, 2025 | By: | /s/ Kelly Murphy | ||||
| Name: | Kelly Murphy | |||||
| Title: | Senior Vice President and General Counsel | |||||