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Morgan Stanley Senior Funding Agents up to $500MM Credit Facility for Shutterfly

August 18, 2017, 07:44 AM
Filed Under: Technology

Shutterfly, Inc., an online photo publishing company, has entered into a Credit Agreement by and among the Company, the lenders from time to time party thereto, and Morgan Stanley Senior Funding, Inc., as administrative agent and collateral agent, according to a regulatory filing.

The Credit Agreement provides for a secured revolving loan facility in an aggregate principal amount of up to $200.0 million, none of which was drawn at closing, and a secured delayed draw term loan facility in an aggregate principal amount of up to $300.0 million, none of which was drawn at closing. The Credit Agreement permits the company to add one or more incremental term loan facilities and/or increase the commitments for revolving loans in an aggregate principal amount of up to $200.0 million, plus an additional amount equal to the amount of any voluntary prepayments, plus an unlimited amount that is subject to pro forma compliance with a secured net leverage ratio test. Incremental loans are subject to certain additional conditions, including obtaining additional commitments from the lenders then party to the Credit Agreement or new lenders.

The company may draw the initial term loans at any time during the first six months following the closing date. The initial term loans will mature on the seventh anniversary of the dlosing date and the initial revolving commitments will mature on the fifth anniversary of the closing date. Commencing on the last day of the first full fiscal quarter following the company’s borrowing of the initial term loans, such loans will amortize in equal quarterly installments of 0.25% of the original principal thereof, with the principal balance payable on the maturity date.

The proceeds of the loans may be used to repay all obligations under the company’s existing Credit Agreement, dated as of November 22, 2011, with JPMorgan Chase Bank, N.A., as administrative agent, as amended as of May10, 2013, and as further amended and restated as of June10, 2016; to pay fees and expenses incurred in connection with the Credit Agreement and the transactions contemplated thereby; to settle the Company’s existing 0.25% Convertible Senior Notes due 2018; and for working capital and general corporate purposes.


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