Ichor Holdings filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
$ICHR
Semiconductors
Technology
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 26, 2025
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Item 1.01 Entry into a Material Definitive Agreement
Credit Agreement
On September 26, 2025, Icicle Acquisition Holding B.V., as holdings, entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) with, Ichor Systems, Inc., Ichor Holdings, LLC, IMG Companies, LLC, IMG INTA, LLC, IMG Larkin, LLC, IMG, LLC, Applied Fusion, LLC, IMG Altair, LLC (together with the previously listed entities, as “Borrowers”), the other loan parties party thereto, Bank of America, N.A., as administrative agent, swing line lender, and L/C issuer, and the financial institutions party thereto, as lenders, which replaced in its entirety the existing credit agreement dated as of October 29, 2021. The Credit Agreement governs the credit facilities, which include a $125.0 million term loan and a revolving credit facility allowing for borrowings up to $100 million. The Credit Agreement raises the Borrowers’ overall borrowing rate by increasing the applicable rate, offset by decreasing the revolving facility commitment fee and removing the Secured Overnight Financing Rate Adjustment. Additionally, the maturity date is extended to September 26, 2030, and the maximum permitted leverage ratio is decreased to 3.25x from 3.5x. Quarterly term loan payments of approximately $1.6 million commence on December 31, 2025 and the amount of such quarterly term loan payments will increase to approximately $2.3 million commencing on September 30, 2028, and approximately $3.1 million commencing on September 30, 2029, respectively.
The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the Credit Agreement, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
| Exhibit Number | Description | |||||||
Amended and Restated Credit Agreement, dated as of September 26, 2025, by and among Icicle Acquisition Holding B.V, Ichor Systems, Inc., Ichor Holdings, LLC, IMG Companies, LLC, IMG Inta, LLC, IMG Larkin, LLC, IMG, LLC, Applied Fusion, LLC, and IMG Altair, LLC as borrowers, Bank of America, N.A., as administrative agent, and the financial institutions party thereto, as lenders. | ||||||||
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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 thereunto duly authorized.
| ICHOR HOLDINGS, LTD. | |||||
| Date: September 30, 2025 | /s/ Greg Swyt | ||||
| Greg Swyt | |||||
| Chief Financial Officer | |||||