Item 1.01 Entry into a Material Definitive Agreement.
Underwritten Public Offering of Senior Notes due 2025, Senior Notes due 2027 and Senior Notes due 2030
On
The forgoing summary is qualified in its entirety by reference to the text of the Underwriting Agreement which is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Supplemental Indenture Relating to Senior Notes due 2025, Senior Notes due 2027 and Senior Notes due 2030
On
NetApp intends to use the net proceeds of the Notes for general corporate
purposes, including to redeem or repay at maturity
The Indenture contains limited affirmative and negative covenants of NetApp. The negative covenants restrict the ability of NetApp and its subsidiaries to incur debt secured by liens on its principal property or on shares of stock or indebtedness of its subsidiaries that own principal property; to engage in certain sale and lease-back transactions with respect to any principal property; and to consolidate, merge or sell all or substantially all of its assets.
Events of default under the Indenture include a failure to make payments, non-compliance with affirmative and negative covenants, and the occurrence of bankruptcy and insolvency-related events. NetApp's obligations may be accelerated upon an event of default, in which case the entire principal amount of the Notes would become immediately due and payable.
The foregoing description of certain terms of the Indenture and the Notes does
not purport to be complete and is qualified in its entirety by reference to the
full text of the Base Indenture, which is filed as Exhibit 4.1 to the Current
Report on Form 8-K filed on
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 above with respect to the Notes and the Fourth Supplemental Indenture is incorporated herein by reference.
Item 8.01. Other Events.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 1.1 Underwriting Agreement, datedJune 17, 2020 , by and amongNetApp, Inc. ,Goldman Sachs & Co. LLC ,J.P. Morgan Securities LLC ,BofA Securities, Inc. andMorgan Stanley & Co. LLC . 4.1 Indenture, datedDecember 12, 2012 , by and betweenNetApp, Inc. andU.S. Bank National Association (incorporated by reference to Exhibit 4.1 ofNetApp, Inc.'s Form 8-K filedDecember 12, 2012 (file no. 000-27130). 4.2 Fourth Supplemental Indenture, datedJune 22, 2020 , by and betweenNetApp, Inc. andU.S. Bank National Association . 4.3 Form of Note for NetApp's 1.875% Senior Notes due 2025 (incorporated by reference to Exhibit 4.1). 4.4 Form of Note for NetApp's 2.375% Senior Notes due 2027 (incorporated by reference to Exhibit 4.1). 4.5 Form of Note for NetApp's 2.700% Senior Notes due 2030 (incorporated by reference to Exhibit 4.1). 5.1 Opinion ofWilson Sonsini Goodrich & Rosati , Professional Corporation. 23.1 Consent ofWilson Sonsini Goodrich & Rosati , Professional Corporation (contained in Exhibit 5.1 above). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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