8-KThe WireStrategic
Material Agreement · Agreement Terminated
Filed Nov 12, 2020 · 5y ago · Accession 0001104659-20-124388
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗Common Shares, Without Par Value
ABT
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
November 12, 2020
Date of Report
(Date of earliest event reported)
ABBOTT
LABORATORIES
(Exact name
of registrant as specified in charter)
Illinois
1-2189
36-0698440
(State
or other Jurisdiction
(Commission
File Number)
(IRS
Employer
of
Incorporation)
Identification
No.)
100
Abbott Park Road
Abbott
Park , Illinois
60064-6400
(Address
of principal executive offices)(Zip Code)
Registrant’s
telephone number, including area code: ( 224 )
667-6100
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))
Securities Registered Pursuant
to Section 12(b) of the Act:
Title of Each Class
Trading
Symbol(s)
Name of Each Exchange
on Which Registered
Common
Shares, Without Par Value
ABT
New
York Stock Exchange
Chicago Stock Exchange, Inc.
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.
On November 12, 2020 (the “ Effective
Date ”), Abbott Laboratories, an Illinois corporation (“ Abbott ”), entered into a Five Year Credit Agreement
(the “ Revolving Credit Agreement ”) with the lenders from time to time party thereto and JPMorgan Chase Bank,
N.A., as administrative agent.
The Revolving Credit Agreement provides
Abbott with the ability to borrow up to $5 billion on an unsecured basis. Any borrowings under the Revolving Credit Agreement will
mature and be payable on the fifth anniversary of the Effective Date. As of the date of this Current Report on Form 8-K, there
are no outstanding borrowings under the Revolving Credit Agreement.
Abbott’s borrowings under the Revolving
Credit Agreement will bear interest, at Abbott’s option, based on either a base rate or a Eurodollar rate, plus an applicable
margin based on Abbott’s credit ratings in effect from time to time. Abbott will also pay to the lenders under the
Revolving Credit Agreement certain customary fees.
The Revolving Credit Agreement contains
representations and warranties and affirmative and negative covenants customary for unsecured financings of this type as well as
customary events of default.
The foregoing description of the Revolving
Credit Agreement is qualified in its entirety by reference to the full text of the Revolving Credit Agreement, a copy of which
will be filed with Abbott’s Annual Report on Form 10-K for the year ended December 31, 2020.
Some of the lenders under the
Revolving Credit Agreement and/or their respective affiliates have in the past performed, and may in the future from time to time
perform, investment banking, financial advisory, lending and/or commercial banking services, or other services for Abbott and its
subsidiaries, for which they have received, and may in the future receive, customary compensation and expense reimbursement.
Item 1.02. Termination of a Material Definitive Agreement.
In connection with its entry into the Revolving
Credit Agreement, on the Effective Date Abbott terminated all commitments outstanding under the Five Year Credit Agreement, dated
November 30, 2018 (as in effect from time to time, the “ Existing Credit Agreement ”), among Abbott, the lenders
from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent. There were no outstanding borrowings under
the Existing Credit Agreement at the time of its termination.
The Existing Credit Agreement provided
Abbott with the ability to borrow up to $5 billion on an unsecured basis. Absent termination, any borrowings under the
Existing Credit Agreement would have matured and been payable on November 30, 2023. Abbott’s borrowings under the
Existing Credit Agreement bore interest, at Abbott’s option, based on either a base rate or a Eurodollar rate, plus an
applicable margin based on Abbott’s credit ratings in effect from time to time.
Some of the lenders under the Existing Credit
Agreement and/or their respective affiliates have in the past performed, and may in the future from time to time perform, investment
banking, financial advisory, lending and/or commercial banking services, or other services for Abbott and its subsidiaries, for
which they have received, and may in the future receive, customary compensation and expense reimbursement.
Item 2.03. Creation of a Direct Financial Obligation
or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The disclosure contained in Item 1.01 is
incorporated in this Item 2.03 by reference.
2
SIGNATURE
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.
ABBOTT LABORATORIES
Date: November 12, 2020
By:
/s/ Robert E. Funck, Jr.
Robert E. Funck, Jr.
Executive Vice President, Finance and Chief Financial Officer
3
Filing details
- Company
- ABBOTT LABORATORIES
- Ticker
- ABT
- CIK
- 1800
- Form type
- 8-K
- Filing date
- Nov 12, 2020
- Report date
- Nov 12, 2020
- Document
- tm2035594d1_8k.htm
- Size
- 253 KB