On June 30, 2026, Lattice Semiconductor Corporation (Nasdaq: LSCC) filed a Form 8-K disclosing a new Second Amended and Restated Credit Agreement that puts $1.15 billion of committed capacity behind the balance sheet — and, more specifically, behind the company's pending acquisition of AMI. The filing reports the financing structure, not the deal thesis; what follows reconciles the figures and terms to the agreement as filed.

Two facilities, one agreement (Item 1.01). The agreement, among Lattice, the lenders party thereto, and Wells Fargo Bank, National Association, as administrative agent, provides a senior secured revolving loan facility of $200.0 million and a senior secured delayed draw term loan facility of $950.0 million. It amends and restates the company's prior Amended and Restated Credit Agreement dated September 1, 2022. The revolver is the general-purpose piece: its proceeds “may be used for working capital and general corporate purposes,” the commitments terminate on June 30, 2031, and — the number that matters for run-rate leverage — there were no revolving loans outstanding as of the closing date.

The term loan is acquisition financing, explicitly. The $950.0 million delayed draw term loan (DDTL) is not general-purpose capital; the filing ties it directly to the pending AMI transaction:

Subject to the satisfaction of certain conditions, the delayed draw term loans under the Credit Agreement may be borrowed and the proceeds used by the Company to pay a portion of the cash purchase price consideration (including refinancing outstanding indebtedness of AMI) for the AMI acquisition pursuant to the previously announced Agreement and Plan of Merger with AMI TopCo, Inc. and THL AMI Aggregator, LP (the “AMI Acquisition Agreement”), and to pay fees, commissions and expenses in connection with the AMI acquisition.

A delayed-draw term loan is a committed tranche a borrower can draw later, on a defined trigger, rather than at signing — here, to fund the cash consideration when the AMI merger closes. Consistent with that, the filing states there were no delayed draw term loans outstanding as of the closing date. So at the moment this 8-K was filed, Lattice had arranged $1.15 billion of secured capacity and drawn none of it. The reference to “THL AMI Aggregator, LP” places THL — the private-equity sponsor — on the seller side of the merger agreement.

The commitment has an expiry, and it is dated. The DDTL commitment is not open-ended. Unless previously drawn or terminated, it terminates on the earliest to occur of five events: (a) November 9, 2026 at 11:59 p.m.; (b) the funding of the delayed draw term loans; (c) the date the AMI Acquisition Agreement terminates without the acquisition closing; (d) Lattice's own termination of the commitments; and (e) the consummation of the AMI acquisition without using the delayed draw term loan. In plain terms, the term-loan commitment is a use-it-by window keyed to the AMI deal: it disappears if the deal closes another way, dies if the merger agreement is torn up, and lapses on November 9, 2026 regardless. That November date is the effective outside window for this financing to be tapped.

The cost of keeping it available. Because the DDTL sits committed but undrawn, Lattice pays to hold it open. The company is required to pay a ticking fee of 0.25% per annum on the undrawn portion of the delayed draw term loan commitments, running from the closing date until the earlier of the funding date or the termination of the commitments. It also owes customary closing, arrangement, and administration fees for a facility of this size and type. The ticking fee is the carrying cost of optionality — a modest running charge on $950.0 million until the deal either funds or falls away.

Pricing and amortization. Borrowings bear interest at the company's option at either a base rate plus a margin of 0.00% to 0.75%, or a term SOFR rate (for one-, three-, or six-month interest periods) plus a margin of 1.00% to 1.75%, with the applicable margin set by Lattice's consolidated total leverage ratio. The base rate is defined as the greatest of the prime rate, the federal funds rate plus 0.50%, and one-month term SOFR plus 1.00%. Interest is payable quarterly in arrears on base-rate borrowings, or on the last day of an interest period (at least every three months) on term SOFR borrowings.

The term loan amortizes on a rising schedule once drawn. Beginning with the first full fiscal quarter after funding, Lattice repays quarterly installments equal to 1.250% of the original principal for the first four quarters, 1.875% for the fifth through twelfth quarters, and 2.5% for each quarter thereafter, with the remaining principal and accrued interest due on June 30, 2031 — the same final maturity the revolver carries. The loans can be prepaid at any time without penalty or premium, subject to minimum thresholds and customary breakage costs, and are subject to customary mandatory prepayment requirements. That back-loaded amortization keeps early cash outflows light — roughly 5% of principal amortizes in year one — and pushes the bulk to a 2031 bullet.

Security and covenants (Item 2.03). The obligations are guaranteed by certain Lattice subsidiaries meeting materiality thresholds and secured by substantially all of the company's and the guarantors' assets, subject to exceptions. The agreement requires compliance with a total net leverage ratio and an interest coverage ratio, tested quarterly, and the filing states its affirmative and negative covenants and events of default are substantially similar to those in the prior 2022 agreement — signaling continuity rather than a loosening of terms even as the facility grows. Item 2.03 incorporates the Item 1.01 disclosure as the creation of a direct financial obligation.

What the filing signals. Read straight, the 8-K documents committed acquisition financing put in place ahead of a close: a $950.0 million delayed-draw term loan reserved to fund the cash portion of the AMI purchase and refinance AMI's debt, wrapped inside a restated agreement that also upsizes standing liquidity through a $200.0 million revolver. Nothing is drawn yet, the term-loan window is dated to the AMI timeline, and the full text of the Credit Agreement is to be filed with Lattice's Form 10-Q for the quarter ended July 4, 2026 — so the granular terms beyond this summary, and the deal's actual funding, remain ahead. The financing is arranged; the draw is contingent on the merger closing.