--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-125045" form_type: "8-K" ticker: "DGII" cik: "0000854775" company_name: "DIGI INTERNATIONAL INC" filed_at: "2023-12-11T23:59:59+00:00" generated_at: "2026-06-07T15:19:56.532835+00:00" event_type: "debt" sentiment: "positive" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # Digi International secures $250M revolver, replacing Term B loan; expects ~$4M annual interest savings ## Summary - New $250M senior secured revolver with accordion feature for up to $95M or 100% of trailing EBITDA. - Initial rate SOFR + 250 bps, saving 300 bps annually; expects ~$4M interest savings in first year. - One-time non-cash charge of ~$0.26 per diluted share in fiscal Q1 from writing off deferred financing costs; FY24 guidance unchanged. - Facility used to repay $215M Term B loan; covenants: max total net leverage 3.0x, min interest coverage 3.0x. - CFO Jamie Loch says facility provides flexibility for growth initiatives and debt paydown. ## SEC filing metadata - accession: 0001104659-23-125045 - form_type: 8-K - ticker: DGII - cik: 0000854775 - company_name: DIGI INTERNATIONAL INC - filed_at: 2023-12-11T23:59:59+00:00 - event_type: debt - sentiment: positive - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 1.01, 1.02, 2.03, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/854775/000110465923125045/0001104659-23-125045-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/854775/000110465923125045/tm2332637d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-125045 - JSON: https://secwatch.observer/filing/0001104659-23-125045.json - Plain text: https://secwatch.observer/filing/0001104659-23-125045.txt ## Key facts - Debt Financings DIGI INTERNATIONAL INC incurred revolving credit of $250 million senior secured revolving credit facility with BMO Bank N.A. at Term SOFR with a floor of 0.00% plus an applicable margin of 1.75-2.75% for Term. - Instrument: revolving credit - Principal: $250 million senior secured revolving credit facility - Counterparty: BMO Bank N.A. - Rate: Term SOFR with a floor of 0.00% plus an applicable margin of 1.75-2.75% for Term - Event: incurrence source text: On December 7, 2023 (the “ Closing Date ”), Digi International, Inc. (“ Digi ”) entered into a revolving credit agreement (the “ Credit Agreement ”) with BMO Bank N.A. (“ BMO ”), as administrative and collateral agent, BMO Capital Markets Corp., BofA Securities, Inc. and MUFG Bank, Ltd., as joint lead arrangers and joint bookrunners, and the several banks and other financial institutions or entities from time to time party thereto as lenders (the “ Lenders ”). The Credit Agreement provides Digi with a $250 million senior secured revolving credit facility (the “ Credit Facility ”), with an uncommitted accordion feature that provides for additional borrowing capacity of up to the greater of $95 million or one hundred percent of trailing twelve month adjusted earnings before interest, taxes, depreciation, and amortization. evidence_url: https://www.sec.gov/Archives/edgar/data/854775/000110465923125045/0001104659-23-125045-index.htm - Material Agreements DIGI INTERNATIONAL INC terminated Third Amended and Restated Credit Agreement dated as of December 22, 2021 with Digi International, Inc., as the borrower, BMO Bank N.A., as administrative agent and collateral agent, BMO Capital Markets Corp., as sole lead arranger and bookrunner, and the other lenders from time-to-time party thereto (effective 2023-12-07). - Action: termination - Agreement: credit facility - Counterparty: Digi International, Inc., as the borrower, BMO Bank N.A., as administrative agent and collateral agent, BMO Capital Markets Corp., as sole lead arranger and bookrunner, and the other lenders from time-to-time party thereto - Effective: 2023-12-07 source text: On December 7, 2023, in connection with the entry into the Credit Agreement, Digi paid off all amounts due and terminated in full all commitments under the Terminated Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/854775/000110465923125045/0001104659-23-125045-index.htm - Material Agreements DIGI INTERNATIONAL INC entered into Credit Agreement with BMO Bank N.A., as administrative and collateral agent, BMO Capital Markets Corp., BofA Securities, Inc. and MUFG Bank, Ltd., as joint lead arrangers and joint bookrunners, and the several banks and other financial institutions or entities from time to time party thereto as lenders valued at $250 million (effective 2023-12-07). - Action: entry - Agreement: credit facility - Counterparty: BMO Bank N.A., as administrative and collateral agent, BMO Capital Markets Corp., BofA Securities, Inc. and MUFG Bank, Ltd., as joint lead arrangers and joint bookrunners, and the several banks and other financial institutions or entities from time to time party thereto as lenders - Value: $250 million - Effective: 2023-12-07 source text: On December 7, 2023 (the “ Closing Date ”), Digi International, Inc. (“ Digi ”) entered into a revolving credit agreement (the “ Credit Agreement ”) with BMO Bank N.A. (“ BMO ”), as administrative and collateral agent, BMO Capital Markets Corp., BofA Securities, Inc. and MUFG Bank, Ltd., as joint lead arrangers and joint bookrunners, and the several banks and other financial institutions or entities from time to time party thereto as lenders (the “ Lenders ”). evidence_url: https://www.sec.gov/Archives/edgar/data/854775/000110465923125045/0001104659-23-125045-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.