Item 1.01. Entry into a Material Definitive Agreement



On October 19, 2022, Shockwave Medical, Inc. (the "Company") entered into a
Credit Agreement (the "Credit Agreement") by and among the Company, the several
lenders from time to time party thereto (the "Lenders"), Wells Fargo Bank,
National Association, as administrative agent (in such capacity, the
"Administrative Agent"), Wells Fargo Bank, National Association, as swingline
lender and an issuing lender, Wells Fargo Securities, LLC and Silicon Valley
Bank, as joint lead arrangers and joint bookrunners, and Silicon Valley Bank, as
syndication agent. The Credit Agreement provides for a revolving credit facility
in an aggregate principal amount of $175,000,000, and replaces the Company's
Loan and Security Agreement, dated as of February 26, 2018 (as amended by the
First Amendment to the Loan and Security Agreement, dated as of February 11,
2020, the "SVB Credit Agreement"), by and between the Company and Silicon Valley
Bank, pursuant to which the Company had a term loan facility in an aggregate
principal amount of $16,500,000.

Concurrently with entering into the Credit Agreement, the Company prepaid in
full all outstanding amounts under the term loan under the SVB Credit Agreement
and terminated the credit facility under the SVB Credit Agreement. The Company
continues to have letters of credit issued by Silicon Valley Bank in the face
amount of $1.7 million outstanding, which under the terms of the Credit
Agreement, are deemed to have been issued pursuant to the Credit Agreement.

Pursuant to the terms of the Credit Agreement, revolving loans may be borrowed,
repaid and reborrowed until the maturity date, which will be the earliest to
occur of (i) October 19, 2027, (ii) the date of termination of the entire
Revolving Credit Commitment (as defined in the Credit Agreement) as a result of
the reduction, at the Company's request, of the entire Revolving Credit
Commitment to zero and (iii) the date of termination of the Revolving Credit
Commitment pursuant to notice delivered by the Administrative Agent to the
Company upon the occurrence and during the continuance of an Event of Default
(as defined in the Credit Agreement), at which time all amounts borrowed must be
repaid. Revolving loans may be prepaid and revolving loan commitments may be
permanently reduced by the Company in whole or in part, without penalty or
premium.

As of October 20, 2022, the Company had an aggregate of $25 million of revolving loans outstanding under the Credit Agreement.

Subject to the terms and conditions set forth in the Credit Agreement, the Company will have the right to request increases to the Revolving Credit Commitment in an amount not to exceed the greater of (x) $100 million and (y) the Company's consolidated EBITDA for the four quarter period most recently ended prior to the date of such increase.



Revolving loans under the Credit Agreement will bear interest, at the Company's
option, at a rate equal to either (i) a floating rate per annum equal to the
base rate plus a margin ranging from 0.00% to 1.00% depending on the Company's
Consolidated Total Net Leverage Ratio (as defined in the Credit Agreement) or
(ii) the applicable secured overnight financing rate ("SOFR"), plus a margin
ranging from 1.00% to 2.00%, depending on the Company's Consolidated Total Net
Leverage Ratio. Swingline loans under the Credit Agreement will bear interest at
a floating rate per annum equal to the base rate plus a margin ranging from
0.00% to 1.00% depending on the Company's Consolidated Total Net Leverage Ratio.
Upon the occurrence and during the continuance of an event of default under the
Credit Agreement, the applicable interest rates are increased by 2.0% per annum
and all accrued and unpaid interest will be due and payable on demand of the
Administrative Agent. The base rate is defined as the highest of (i) the
Administrative Agent's announced prime rate, (ii) the federal funds rate plus
0.50% and (iii) the applicable SOFR for a one-month tenor in effect on such day
plus 1.00%. Loans based on the base rate will be made only to domestic borrowers
and denominated in U.S. Dollars.

Under the Credit Agreement, the Company will pay to the Administrative Agent,
for the account of each revolving Lender, a commitment fee on a quarterly basis
based on amounts committed but unused under the revolving facility ranging from
0.20% to 0.30% per annum, depending on the Company's Consolidated Total Net
Leverage Ratio. The Company is also obligated under the Credit Agreement to pay
the Administrative Agent and the Lenders fees customary for credit facilities of
this size and type.

Under the Credit Agreement, the Company must comply with a maximum Consolidated
Total Net Leverage Ratio financial covenant, tested quarterly, which requires
the Company not to exceed a maximum leverage ratio of 3.50:1.00, subject to a
step-up to 4.00:1.00 at the election of the Company for four quarters following
certain material acquisitions, as more fully described in the Credit Agreement.
The Credit Agreement also includes customary affirmative and restrictive
covenants, including covenants relating to the incurrence of additional debt or
liens, investments, transactions with affiliates, delivery of financial
statements, payment of taxes, maintenance of insurance, dispositions of
property, and mergers and acquisitions, among other customary covenants. The
Credit Agreement also restricts the Company from paying dividends or making
distributions or payments on its capital stock subject to limited exceptions.
The Credit Agreement also includes customary

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representations and warranties, events of default and termination provisions.
The occurrence of an event of default could result in the acceleration of the
obligations under the Credit Agreement.

Certain of the Lenders and their respective affiliates have provided, and in the
future may provide, financial, banking and related services to the Company.
These parties have received, and in the future may receive, compensation from
the Company for these services.

The foregoing summary and description of the provisions of the Credit Agreement
does not purport to be complete and is qualified in its entirety by reference to
the full text of the Credit Agreement, a copy of which is filed as Exhibit 10.1
with this Current Report on Form 8-K and is incorporated herein by reference.


Item 1.02. Termination of a Material Definitive Agreement

The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.02.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of an Registrant

The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits



(d) Exhibits

Exhibit Number           Description
10.1                       Credit Agreement, dated as of October 19, 2022, by and among Shockwave
                         Medical, Inc., as Borrower, the Lenders referred

to therein as Lenders, and

Wells Fargo Bank, National Association, as 

Administrative Agent, Swingline


                         Lender and an Issuing Lender, Wells Fargo 

Securities, LLC, and Silicon Valley


                         Bank, as Joint Lead Arrangers and Joint 

Bookrunners, and Silicon Valley Bank,


                         as Syndication Agent.
104                      Cover Page Interactive Data File (the cover page 

XBRL tags are embedded within


                         the inline XBRL document)



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