Item 1.01. Entry into a Material Definitive Agreement.
Amended and Restated Credit Agreement
As previously announced, on October 2, 2007, Mylan Inc. ("Mylan" or the
"Company") entered into a credit agreement (the "Original Senior Credit
Agreement") among the Company, Mylan Luxembourg 5 S.à r.l. (the "Euro
Borrower"), certain lenders and JPMorgan Chase Bank, National Association, as
Administrative Agent (the "Administrative Agent). Mylan, the Euro Borrower,
certain lenders and the Administrative Agent entered into an Amended and
Restated Credit Agreement (the "Amended Senior Credit Agreement") dated as of
December 20, 2007, and is expected to become effective as of December 28, 2007
that, among other things, amends certain provisions of the Original Senior
Credit Agreement as set out below.
The Amended Senior Credit Agreement (i) reduces the principal amount of the
U.S. Tranche A Term Loans of the Company to an aggregate principal amount of
$312,500,000.00, (ii) increases the principal amount of the U.S. Tranche B Term
Loans of the Company to an aggregate principal amount of $2,556,000,000.00,
(iii) creates a new tranche of Euro Tranche A Term Loans of the Euro Borrower in
an aggregate principal amount of €350,414,947.37 and (iv) reduces the Euro
Tranche B Term Loans of the Euro Borrower to an aggregate principal amount of
€525,000,000.00.
The new Euro Tranche A Term Loans currently bear interest at EURIBO
(determined in accordance with the Amended Senior Credit Agreement) plus 3.25%
per annum. Under the terms of the Amended Senior Credit Agreement, the
applicable margin over EURIBO for the Euro Tranche A Term Loans can fluctuate
based on the Company's Consolidated Leverage Ratio.
The Euro Tranche A Term Loans mature on October 2, 2013. The Euro Tranche A
Term Loans require amortization payments of €4,380,186.84 per quarter in 2008,
€8,760,373.68 per quarter in 2009, €13,140,560.53 per quarter in 2010,
€17,520,747.37 per quarter in 2011, €21,900,934.21 per quarter in 2012 and
€21,900,934.21 per quarter in 2013. In connection with the decrease in the
aggregate principal amount of the U.S. Tranche A Term Loans, the amortization
payments required with respect to the U.S. Tranche A Term Loans have been
revised to $3,906,250.00 per quarter in 2008, $7,812,500.00 per quarter in 2009,
$11,718,750.00 per quarter in 2010, $15,625,000.00 per quarter in 2011,
$19,531,250.00 per quarter in 2012 and $19,531,250.00 per quarter in 2013.
The Amended Senior Credit Agreement adds a prepayment premium of 1.0% of the
principal amount of the U.S. Tranche B Term Loans or Euro Trance B Term Loans
prepaid in connection with voluntary and certain mandatory prepayments during
the 12 months following the date of effectiveness of the Amended Senior Credit
Agreement.
The foregoing description of the Amended Senior Credit Agreement does not
purport to be complete and is qualified in its entirety by reference to the
Amended Senior Credit Agreement. A copy of the Amended Senior Credit Agreement
is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
10.1 Amended and Restated Credit Agreement dated as of December 20, 2007 by and
among the registrant, Mylan Luxembourg 5 S.à r.l., certain lenders and
JPMorgan Chase Bank, National Association, as Administrative Agent.
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