Item 1.01. Entry into a Material Definitive Agreement.
On
Revolving loans accrue interest at a base rate or, at the Company's option, an
adjusted LIBO rate (based on one, two (if available), three or six-month
interest periods) plus, in each case, a spread based on the ratings of the
Company's senior, unsecured, long-term indebtedness by
The Company's obligations under the Credit Agreement will be guaranteed by its domestic subsidiaries meeting certain materiality thresholds. As of the closing date, there were no guarantors.
The Credit Agreement requires the Company not to exceed a maximum leverage ratio and to maintain a minimum interest coverage ratio. Additionally, the Credit Agreement contains customary affirmative and negative covenants, including covenants limiting the ability of the Company and its subsidiaries to, among other things, incur indebtedness at the subsidiary level, grant liens, sell all or substantially all of its assets, effect certain mergers, liquidate or dissolve, and enter into transactions with affiliates, in each case subject to customary exceptions for a credit facility of this size and type.
The events of default under the Credit Agreement include payment defaults, material misrepresentations, breaches of covenants, cross defaults with certain other material indebtedness, bankruptcy and insolvency events, judgments, certain ERISA events and change of control defaults. The occurrence of an event of default could result in the acceleration of the Company's obligations under the Credit Agreement, an increase in the rate of interest, and an obligation of any or all of the Company's subsidiary guarantors to pay the full amount of the Company's obligations under the Credit Agreement.
The facility provides for an expansion option that will allow the Company to,
subject to certain requirements, request an increase in the facility of up to an
additional
From time to time, certain of the lenders under the Credit Agreement and certain of their respective affiliates have engaged in, and may in the future engage in, investment banking and other commercial dealings in the ordinary course of business with the Company or the Company's affiliates. They have received, or may in the future receive, customary fees and commissions for these transactions.
The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by the terms and conditions of the Credit Agreement, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information related to the Credit Agreement set forth in Item 1.01 above is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 10.1 Amended and Restated Credit Agreement, dated as ofJanuary 22, 2021 , by and amongNetApp, Inc. , the lenders from time to time party thereto andJPMorgan Chase Bank, N.A ., as administrative agent. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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