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On April 25, 2016 (the Closing Date),Ciena Corporation (Ciena), as borrower, and Ciena Communications, Inc. and Ciena Government Solutions, Inc., as guarantors (the Guarantors), entered into an Incremental Joinder and Amendment Agreement (the Incremental Agreement) with the lenders party thereto and Bank of America, N.A., as administrative agent, which amends the Credit Agreement, dated July 15, 2014, as amended (the Credit Agreement), by and among Ciena, the lenders party thereto and the agent.

The Incremental Agreement provides for a new tranche of senior secured term loans under the Credit Agreement in an aggregate principal amount of $250million (the Incremental Term Loan). On the Closing Date, Ciena received Incremental Term Loan proceeds of approximately $246.1 million net of fees and expenses. The net proceeds of the Incremental Term Loan will initially supplement cash on the balance sheet and are expected to provide additional liquidity to support the repayment, in part, of the outstanding principal amount owing under Cienas 0.875% senior convertible notes due June 15, 2017.

The Incremental Term Loan will, among other things:

mature on April 25, 2021;

amortize in equal quarterly installments in aggregate amounts equal to 0.25% of the original principal amount of the Incremental Term Loan, with the balance payable at maturity;

be subject to mandatory prepayment on the same basis as Cienas existing senior secured term loan under the Credit Agreement;

bear interest, at Cienas election, at a per annum rate equal to (a) LIBOR (subject to a floor of 0.75%) plus a margin ranging from 325 basis points to 350 basis points, or (b) a base rate (subject to a floor of 1.75%) plus a margin ranging from 225 basis points to 250 basis points, in each case, with the actual margin determined according to Cienas total net leverage ratio;

be repayable at any time at Ciena's election, provided that repayment of the Incremental Term Loan with proceeds of certain indebtedness prior to October 25, 2016 shall require a prepayment premium of 1% of the aggregate principal amount of such prepayment; and

except as described above or otherwise set forth in the Incremental Agreement, have identical terms as the existing senior secured term loan under the Credit Agreement.

Except as amended by the Incremental Agreement, the remaining terms of the Credit Agreement remain in full force and effect.

This report contains certain forward-looking statements that involve risks and uncertainties. These statements are based on current expectations, forecasts, assumptions and other information available to Ciena as of the date hereof. Forward-looking statements in this release include statements about the expected use of net proceeds of the Incremental Term Loan. Actual results, performance or events may differ materially from forward-looking statements made or implied due to a number of risks and uncertainties relating to Cienas business, including with respect to the use and needs for liquidity. Ciena assumes no obligation to update any forward-looking information included in this report.


The information set forth under Item 1.01Entry into a Material Definitive Agreement is incorporated in this Item 2.03 by reference.


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 thereunto duly authorized.

Ciena Corporation


/s/ David M. Rothenstein

David M. Rothenstein

Senior Vice President, General Counsel and Secretary

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Other recent filings from the company include the following:

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