UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Current Report
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Emerging growth company
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On June 8, 2020, Verint Systems Inc. (“Verint”) entered into the Second Amendment (“Second Amendment”) to the Credit Agreement, dated as of June 29, 2017 (as previously amended by the First Amendment, dated as of January 31, 2018 (the “Existing Credit Agreement”) and as further amended by the Second Amendment, the “Amended Credit Agreement”), by and among Verint, the lenders from time to time parties thereto and JPMorgan Chase Bank, N.A., as administrative agent.
Pursuant to the Second Amendment, (i) Verint is permitted to effect the previously announced spin-off of its cyber intelligence business unit within the parameters set forth in the Amended Credit Agreement and (ii) for purposes of the acceleration of the maturity of the term loan and revolving credit facility under the Amended Credit Agreement, Verint’s outstanding 1.50% convertible senior notes due June 1, 2021 will not be deemed to be outstanding if such notes are cash collateralized in accordance with the Amended Credit Agreement. Verint currently intends to cash collateralize, or otherwise refinance or repurchase, the notes prior to their maturity.
Other than the changes described above, all other material provisions of the Existing Credit Agreement remain unchanged.
Certain of the lenders party to the Amended Credit Agreement, and their respective affiliates, have performed, and may in the future perform for Verint and its subsidiaries, various commercial banking, investment banking, underwriting and other financial advisory services, for which they have received, or may receive, customary fees and expense reimbursements.
The foregoing description of the Second Amendment is not complete and is qualified in its entirety by reference to the Second Amendment, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number |
Description | |||
| 10.1 |
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| 104 |
Cover Page Interactive Data File (embedded within XBRL document) | |||
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.
| VERINT SYSTEMS INC. | ||
| By: |
/s/ Peter Fante | |
| Name: |
Peter Fante | |
| Title: |
Chief Administrative Officer | |
Date: June 9, 2020