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): | June 8, 2011 |
Integra LifeSciences Holdings Corporation
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(Exact name of registrant as specified in its charter)
| Delaware | 000-26244 | 510317849 |
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_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 311 Enterprise Drive, Plainsboro, New Jersey | 08536 | |
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_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
| Registrant’s telephone number, including area code: | 609-275-0500 |
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On June 8 , 2011, Integra LifeSciences Holdings Corporation (the "Company") entered into an amended and restated credit agreement with a syndicate of lending banks, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, JPMorgan Chase Bank, as Syndication Agent, and HSBC Bank USA, NA, RBC Capital Markets, Wells Fargo Bank, N.A., Fifth Third Bank, DNB Nor Bank ASA and TD Bank, N.A., as Co-Documentation Agents.
The amendment and restatement increases the size of the Company’s revolving credit facility from $450 million to $600 million by reallocating the term loan component of the credit facility to the revolving credit facility, eliminates the term loan component of the facility and allows the Company to further increase the size of the revolving credit facility by an aggregate of $200 million with additional commitments. The amendment and restatement extends the credit facility’s maturity date from August 10, 2015 to June 8, 2016 and decreases the applicable rates used for borrowings and the annual commitment fee.
Borrowings under the amendment and restatement bear interest, at the Company’s option, at a rate equal to (i) the Eurodollar Rate (as defined in the amendment and restatement, which definition has not changed) in effect from time to time plus the applicable rate (ranging from 1.00% to 1.75%) or (ii) the highest of (x) the weighted average overnight Federal funds rate, as published by the Federal Reserve Bank of New York, plus 0.5%, (y) the prime lending rate of Bank of America, N.A. or (z) the one-month Eurodollar Rate plus 1.0%. The applicable rates are based on the Company’s consolidated total leverage ratio (defined as the ratio of (a) consolidated funded indebtedness less cash in excess of $40 million that is not subject to any restriction of the use or investment thereof to (b) consolidated EBITDA) at the time of the applicable borrowing.
The Company will also pay an annual commitment fee (ranging from 0.15% to 0.3%, based on the Company’s consolidated total leverage ratio) on the daily amount by which the revolving credit facility exceeds the outstanding loans and letters of credit under the credit facility.
The press release issued by the Company announcing its entering into the amendment and restatement is attached as Exhibit 99.1 to this report.
Item 7.01 Regulation FD Disclosure.
Attached as Exhibit 99.1, and incorporated herein to this Item 7.01 by reference, is a press release issued on June 8, 2011 by the Company.
Item 9.01 Financial Statements and Exhibits.
Press release issued June 8 , 2011.
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.
| Integra LifeSciences Holdings Corporation | ||||
| June 8, 2011 | By: |
Stuart M. Essig
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| Name: Stuart M. Essig | ||||
| Title: Chief Executive Officer | ||||
Exhibit Index
| Exhibit No. | Description | |
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99.1
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Press release issued June 8 , 2011 |
News Release
Contacts:
Integra LifeSciences Holdings Corporation
John B. Henneman, III
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Investor Relations: | |
Executive Vice President, Finance and Administration, and Chief Financial Officer (609) 275-0500 jack.henneman@integralife.com |
Angela Steinway (609) 936-2268 angela.steinway@integralife.com |
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Integra LifeSciences Lowers Costs and Extends Term of Its $600 Million Credit Facility
PLAINSBORO, N.J., June [8], 2011 (GLOBE NEWSWIRE) — Integra LifeSciences Holdings Corporation (Nasdaq:IART) today announced that it has established new terms under its credit facility, including lower pricing and an extended maturity date, with its bank group led by Bank of America, N.A and JPMorgan Chase Bank.
“We are pleased that we were able to establish more favorable terms under our credit facility,” said Jack Henneman, Integra’s Chief Financial Officer.
The new credit facility, which amended and replaced the prior one, includes the following:
| • | a decrease of 75 basis points in the applicable rates used for borrowings and an average decrease of 13.8 basis points in the annual commitment fee; |
| • | an option to increase the aggregate size of the facility by $200 million with additional commitments; and |
| • | an extension of the current credit facility’s maturity date to June 8, 2016. |
Integra plans to use the new credit facility to refinance the company’s borrowings under its existing facility, and for capital expenditures, acquisitions, share repurchases and other general corporate purposes.
The company expects one-time costs of the refinancing transaction, which will impact second quarter expense, to be approximately $0.8 million. Integra expects to provide detailed guidance regarding the financial impacts of the transaction on our future financial expectations when we report our financial results for second quarter of 2011.
“This new facility provides us with increased financial flexibility and access to more capital to support the company’s continued growth through 2016,” said Mr. Henneman.
About Integra
Integra LifeSciences, a world leader in medical devices, is dedicated to limiting uncertainty for surgeons, so they can concentrate on providing the best patient care. Integra offers innovative solutions in orthopedics, neurosurgery, spine, reconstructive and general surgery. For more information, please visit www.integralife.com.
This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks, uncertainties and reflect the Company’s judgment as of the date of this release. Such forward-looking statements involve risks and uncertainties that could cause actual results to differ from predicted results. These risks and uncertainties include market conditions and other factors beyond the Company’s control and the economic, competitive, governmental, technological and other factors identified under the heading “Risk Factors” included in item IA of Integra’s Annual Report on Form 10-K for the year ended December 31, 2010 and information contained in subsequent filings with the Securities and Exchange Commission could affect actual results. These forward-looking statements are made only as the date thereof, and the Company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.