UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant |
As previously disclosed in Teradyne, Inc.’s (the “Company’s”) filings with the Securities and Exchange Commission, the Company is party to a credit agreement dated May 1, 2020 (as amended prior to the date hereof, the “Credit Agreement”) with Truist Bank, as administrative agent and collateral agent, and the lenders party thereto. The Credit Agreement provides for a senior secured revolving credit facility of $750.0 million (the “Credit Facility”). Loans under the Credit Agreement bear interest, at the Company’s option, equal to either a base rate plus a margin ranging from 0.00% to 0.75% per annum or SOFR plus a margin ranging from 1.10% to 1.85% per annum, based on the consolidated leverage ratio of the Company.
On May 16, 2024, the Company borrowed $185.0 million under the Credit Agreement. The Company expects to use the proceeds of the borrowing to fund the previously disclosed acquisition by Teradyne International Holdings, B.V., a wholly owned subsidiary of the Company, of 10% of the issued and outstanding shares of Technoprobe S.p.A (the “Investment”).
This Current Report on Form 8-K contains forward-looking statements regarding the use of proceeds of the borrowing under the Credit Agreement and the Investment. Such statements are based on the current assumptions and expectations of the Company’s management and are neither promises nor guarantees of future performance. You can identify these forward-looking statements based on the context of the statements and by the fact that they use words such as “will,” “anticipate,” “expect,” “project,” “intend,” “plan,” “believe,” “target” and other words and terms of similar meaning in connection with any discussion of future operating or financial performance. There can be no assurance that these forward-looking statements will be achieved. Important factors that could cause actual results to differ materially from those presently expected include the success of the strategic business agreements between the parties, and other events, factors and risks disclosed in the Company’s filings with the SEC, including, but not limited to, the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The forward-looking statements provided by the Company in this Current Report on Form 8-K, represent management’s views as of the date of this report, and the Company assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
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.
| TERADYNE, INC. | ||||||
| Dated: May 17, 2024 | By: | /s/ Ryan E. Driscoll | ||||
| Name: | Ryan E. Driscoll | |||||
| Title: | V.P., General Counsel and Secretary | |||||