Veeco Instruments Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event
reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices)
(
(Registrant’s telephone number, including area code)
Not applicable
(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 (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
The |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.01 Entry into a Material Definitive Agreement
Third Amendment to Loan and Security Agreement
On August 2, 2024, the Company entered into a Third Amendment (the “Third Amendment”) to the Loan and Security Agreement, dated as of December 16, 2021, among the Company, as borrower, HSBC Bank USA, National Association, as administrative agent and collateral agent, and HSBC Bank USA, National Association, Barclays Bank PLC, Santander Bank, N.A. and Citibank, N.A. as Joint Lead Arrangers and Joint Bookrunners and the lenders from time to time party thereto (as amended by that certain First Amendment to Loan and Security Agreement, dated as of May 19, 2023, and as further amended by that certain Second Amendment to Loan and Security Agreement, dated as of March 22, 2024, the “Loan and Security Agreement”). The Third Amendment provides for, among other things, (i) an increase to the senior secured revolving credit facility by an aggregate principal amount of $75,000,000 to an aggregate principal amount of $225,000,000 and (ii) the joinder of Citizens Bank, N.A. as lender in the Loan and Security Agreement.
The description of the Third Amendment contained herein is qualified in its entirety by reference to the text of the Third Amendment filed as Exhibit 10.1 to this Current Report on Form 8-K, and which 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 set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
EXHIBIT INDEX
Exhibit | Description | |
10.1 | Third Amendment to Loan and Security Agreement, dated as of August 2, 2024, by and among Veeco Instruments Inc., as borrower, the guarantors party thereto, HSBC Bank USA, National Association, as administrative agent and collateral agent, Citizens Bank, N.A., and the lenders from time to time party thereto. | |
104 | Cover Page Interactive Data File (formatted as inline XBRL). |
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.
August 2, 2024 | VEECO INSTRUMENTS INC. | |
By: | /s/ Kirk Mackey | |
Name: Kirk Mackey | ||
Title: Vice President, General Counsel and Secretary |