Leidos Holdings completed its previously announced merger with Lockheed Martin’s Information Systems & Global Solutions (IS&GS) business in a Reverse Morris Trust transaction.

According to a related 8K, in connection with the transactions, immediately prior to the distribution of the Splitco common stock as a dividend to Lockheed Martin stockholders, Splitco entered into a credit agreement with the lenders party with Citibank as administrative agent and collateral agent for the secured parties.

The Splitco credit agreement provides for a (i) a three-year senior secured term A loan facility in an aggregate principal amount of $400 million (ii) a five-year senior secured term A loan facility in an aggregate principal amount of $310 million and (iii) a senior secured term B loan facility in an aggregate principal amount of $1.131 billion.

Splitco used the proceeds of the Splitco credit facilities to make a cash payment of $1.8 billion to Lockheed Martin as part of the merger and separation agreements and to pay certain fees, costs and expenses in connection with the transactions. Following the merger, each Leidos loan party guaranteed the Splitco facility obligations and secured the Splitco facility obligations with substantially all of its assets, subject to certain exceptions.

In connection with these transactions, on the closing date, substantially concurrently with the merger, Leidos and Leidos, Inc., a wholly-owned subsidiary of Leidos, as borrower, entered into a credit agreement with the lenders and Citibank as administrative agent and collateral agent. The Leidos credit agreement provides for (i) a senior secured term A loan facility in an aggregate principal amount of $690 million and a $750 million senior secured revolving facility.

Leidos and the Leidos borrower used the proceeds of the Leidos Term A Loan Facility to (i) pay a special dividend of $993,106,535, or $13.64 per share, to Leidos shareholders of record as of August 15, 2016.

In connection with the merger agreement, Lockheed Martin and Splitco entered into a separation agreement stating that Lockheed Martin would separate the IS&GS Business. In the transactions contemplated by the merger agreement and the separation agreement, (i) Lockheed Martin would transfer the IS&GS Business to Splitco, (ii) Lockheed Martin would distribute Splitco’s stock to Lockheed Martin’s shareholders, at Lockheed Martin’s option, by way of a pro rata dividend or an exchange offer, and (iii) Merger Sub would merge with and into Splitco, with Splitco as the surviving corporation and a wholly owned subsidiary of Leidos.

Reston, VA-based Leidos is a global science and technology solutions company working to solve challenges in the defense, intelligence, homeland security, civil, and health markets.