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Keysight Technologies (NYSE: KEYS) updates $750M revolver with upsizing option

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Keysight Technologies, Inc. entered into an Amended and Restated Credit Agreement that replaces its prior July 30, 2021 facility. The new agreement provides a $750 million unsecured revolving credit facility with a five-year term expiring on April 21, 2031, giving the company ongoing access to committed bank financing.

The agreement allows Keysight, subject to customary conditions, to request increases in total commitments under the revolving credit facility by up to an additional $350 million in the aggregate. It includes customary affirmative and negative covenants, such as limits on liens, restrictions on subsidiary indebtedness and requirements to meet specified financial ratios. A breach of these covenants without a lender waiver could result in the company’s outstanding indebtedness becoming immediately due and payable.

Positive

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Negative

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Insights

Keysight refreshes and extends a $750M revolving credit facility with potential $350M upsizing.

Keysight has amended and restated its prior credit agreement, securing a $750 million unsecured revolving credit facility maturing on April 21, 2031. This extends committed bank liquidity for five years and continues the company’s relationship with a lender group led by Citibank, N.A..

The facility permits the company, subject to customary conditions, to request up to an additional $350 million in aggregate commitments. The agreement contains typical covenants, including limits on liens, subsidiary indebtedness and required financial ratios, with potential acceleration of indebtedness if breached and not waived. Overall, this appears to be a standard capital structure maintenance step rather than a marked strategic shift.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Revolving credit facility size $750 million Unsecured revolving credit facility under Amended and Restated Credit Agreement
Potential facility increase $350 million Aggregate amount Keysight may request to increase total commitments
Facility maturity date April 21, 2031 Expiration of five-year revolving credit facility term
Form type 8-K Item 2.03 Creation of a direct financial obligation disclosure
Amended and Restated Credit Agreement financial
"entered into an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”)"
An amended and restated credit agreement is a company’s original loan contract that has been updated and replaced by a single new document incorporating all changes. Think of it like refinancing and rewriting a mortgage so new payment schedules, interest rates, borrowing limits, or borrower obligations are combined into one clear contract. Investors care because those new terms change a company’s cash flow, borrowing flexibility and default risk, which can affect creditworthiness and share value.
revolving credit facility financial
"provides for, among other things, a $750 million five-year unsecured revolving credit facility"
A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.
affirmative and negative covenants financial
"includes customary affirmative and negative covenants, including restrictions on the Company’s ability to create liens"
off-Balance Sheet Arrangement financial
"Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant"
financial ratios financial
"and a requirement to maintain compliance with specified financial ratios"
Understanding 8-K Material Events →
0001601046false00016010462026-04-212026-04-21





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
 
Date of Report (Date of earliest event reported): April 21, 2026
 
KEYSIGHT TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
 
Delaware 001-36334 46-4254555
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
 
1400 Fountaingrove Parkway 95403
Santa RosaCA
(Address of principal executive offices)(Zip Code)
 
Registrant’s telephone number, including area code (800) 829-4444

(Former name or former address, if changed since last report.)


Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, par value $0.01 per shareKEYSNew York Stock Exchange

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))

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

On April 21, 2026, Keysight Technologies, Inc. (the "Company”) entered into an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) among the Company, as borrower, certain lenders party thereto and Citibank, N.A., as administrative agent (the “Revolver Agent”). The Amended and Restated Credit Agreement amended and restated in its entirety the Company’s existing Credit Agreement dated July 30, 2021, by and among the Company, certain lenders party thereto and the Revolver Agent.

The Amended and Restated Credit Agreement provides for, among other things, a $750 million five-year unsecured revolving credit facility (the “Revolving Credit Facility”) that will expire on April 21, 2031, subject to extension under certain circumstances described therein. In addition, the Amended and Restated Credit Agreement permits the Company, subject to certain customary conditions, on one or more occasions to request to increase the total commitments under the Revolving Credit Facility by up to $350 million in the aggregate.

The Amended and Restated Credit Agreement includes customary affirmative and negative covenants, including restrictions on the Company’s ability to create liens on the Company’s assets and the ability of the Company’s subsidiaries to incur indebtedness, and a requirement to maintain compliance with specified financial ratios. If the Company breaches any of the covenants and does not obtain a waiver from the lenders, then, subject to applicable cure periods, the Company’s outstanding indebtedness could be declared immediately due and payable.

A copy of the Amended and Restated Credit Agreement is filed as Exhibit 10.1 hereto and is incorporated by reference herein. The foregoing description does not purport to be complete and is qualified in its entirety by the full text of the Amended and Restated Credit Agreement.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following is furnished as an exhibit to this report and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended:

Exhibit No.Description
10.1
Amended and Restated Credit Agreement dated as of April 21, 2026 among Keysight Technologies, Inc. as Borrower, the Lenders parties thereto and Citibank, N.A., as Administrative Agent
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.

KEYSIGHT TECHNOLOGIES, INC.
By:/s/ Jeffrey K. Li
Name:Jeffrey K. Li
Title:Senior Vice President, General Counsel and
Secretary
Date: April 23, 2026

3

Source: View Original Filing on SEC EDGAR

FAQ

What new credit facility did Keysight Technologies (KEYS) put in place?

Keysight entered an Amended and Restated Credit Agreement providing a $750 million unsecured revolving credit facility. The facility gives ongoing access to bank funding and replaces a prior agreement originally dated July 30, 2021.

When does Keysight’s new $750 million revolving credit facility expire?

The revolving credit facility expires on April 21, 2031. This five-year term offers medium‑term committed liquidity, with the agreement also describing circumstances under which the maturity may be extended.

Can Keysight (KEYS) increase the size of its revolving credit facility?

Yes. Subject to customary conditions, Keysight may request increases in total commitments under the revolving credit facility by up to $350 million in the aggregate. These incremental commitments would be in addition to the initial $750 million amount.

What covenants are included in Keysight’s Amended and Restated Credit Agreement?

The agreement includes customary affirmative and negative covenants. These cover limits on creating liens on company assets, restrictions on subsidiary indebtedness, and requirements to comply with specified financial ratios throughout the life of the facility.

What happens if Keysight breaches covenants under the new credit agreement?

If Keysight breaches covenants and does not obtain a waiver, lenders may, after applicable cure periods, declare outstanding indebtedness immediately due and payable. This acceleration right gives lenders protection if the company’s financial condition or compliance deteriorates.

Which bank serves as administrative agent on Keysight’s new credit facility?

Citibank, N.A. acts as administrative agent under the Amended and Restated Credit Agreement. It serves as the “Revolver Agent” on behalf of the lenders participating in Keysight’s $750 million unsecured revolving credit facility.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

Other Documents