MASIMO CORP: Entering into a Material Definitive Agreement, Creating a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (Form 8-K)

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Item 1.01. Conclusion of a significant definitive agreement.

The information contained in Section 2.03 of this current report on Form 8-K (the “Current Report”) is incorporated by reference into this Section 1.01.

Item 2.03…..Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

On May 16, 2022, Masimo Company (the “Company”) has entered into the First Amendment to the Credit Agreement (the “First Amendment”) with the financial institutions parties thereto as additional lenders, the issuing banks parties thereto, and Citibank, North America., as administrative agent, amending the said credit agreement, dated April 11, 2022 (the “Credit Facility”; as amended by the First Amendment, the “Amended Credit Facility”). The First Amendment provides a supplement $205 million renewable unsecured commitments (the “Revolver”), increasing the total Revolver amount by $500 million
for $705 million.

Borrowing rates, financial covenants, positive and negative covenants and other restricted conditions remain unchanged from the credit facility. Any principal amount outstanding under the Amended Credit Facility will be due and payable on April 12, 2027. Proceeds from the Revolver increase are expected to be used for general business, capital investment, stock buybacks and working capital requirements.

The foregoing description of the First Amendment is a summary of certain First Amendment terms, does not purport to be complete, and is qualified in its entirety by reference to the First Amendment, a copy of which is filed herewith as Exhibit 10.1.

Item 9.01. Financial statements and supporting documents.

(d) The following items are filed as attachments to the current report.

    Exhibit
      No.       Description
     10.1         First Amendment to the Credit Agreement, dated as of May 16, 2022, among
                Masimo Corporation and each of the lenders party thereto with an Incremental
                Revolving Commitment, each Issuing Bank and Citibank, N.A., as administrative
                agent.
      104       Cover Page Interactive Data File (embedded within the Inline XBRL document)


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