UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Current Report
Pursuant to Section 13 or 15(d)
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On May 10, 2023, Verint Systems Inc. (“Verint”) entered into the Fourth Amendment (“Fourth Amendment”) to the Credit Agreement, dated as of June 29, 2017 (as previously amended, the “Existing Credit Agreement” and as further amended by the Fourth 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 and as collateral agent. Verint executed the Fourth Amendment to confirm the interest rate structure in connection with the phasing out of LIBOR.
Pursuant to the Fourth Amendment, the Eurodollar Rate under the Existing Credit Agreement, which is derived from LIBOR, together with all related LIBOR-based mechanics and provisions, is being replaced with Term SOFR (as defined in the Amended Credit Agreement) and the administrative agent’s customary Term SOFR interest rate-based mechanics and related provisions.
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 Fourth Amendment is not complete and is qualified in its entirety by reference to the Fourth 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 | Fourth Amendment, dated May 10, 2023, to the Credit Agreement dated June 29, 2017, among Verint Systems Inc., as borrower, the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent | |
| 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: May 16, 2023