Item 1.01 Entry into a Material Definitive Agreement
On April 4, 2022, Uber Technologies, Inc. (the "Company") entered into an
Amendment No. 9 to Revolving Credit Agreement ("Amendment No. 9"), which amended
that certain Revolving Credit Agreement, dated June 26, 2015, between the
Company, Rasier, LLC, a subsidiary of the Company as subsidiary guarantor, the
lenders party thereto, and Morgan Stanley Senior Funding, Inc., as
administrative agent (the "2015 Revolving Credit Agreement", and as amended by
(i) Amendment No. 1 to Revolving Credit Agreement, dated November 17, 2015, (ii)
Amendment No. 2 to Revolving Credit Agreement, dated December 21, 2015, (iii)
Joinder Agreement, dated March 21, 2016, (iv) Amendment No. 4 to Revolving
Credit Agreement, dated July 13, 2016, (v) Amendment No. 5 to Revolving Credit
Agreement, dated June 13, 2018, (vi) Amendment No. 6 to Revolving Credit
Agreement, dated October 25, 2018, (vii) Amendment No. 7 to Revolving Credit
Agreement, dated June 5, 2020, (viii) Amendment No. 8 to Revolving Credit
Agreement, dated December 24, 2021, and (ix) as further amended by Amendment No.
9, the "Amended Revolving Credit Agreement").
Amendment No. 9, among other things, (i) provides for $2.235 billion of
revolving credit commitments, (ii) extends the maturity date for the commitments
and loans under the Amended Revolving Credit Agreement from June 13, 2023 to
April 4, 2027, (iii) reduces the minimum liquidity covenant from $1.5 billion to
$1.0 billion, (iv) replaces the LIBOR-based interest rate with a SOFR-based
interest rate, and (v) makes certain other changes to the negative covenants
under the Amended Revolving Credit Agreement.
The foregoing description of Amendment No. 9 and the Amended Revolving Credit
Agreement is not intended to be complete and is qualified in its entirety by
reference to the Amendment No. 9, a copy of which is attached hereto as Exhibit
10.1, and the original 2015 Revolving Credit Agreement and prior amendments,
copies of which have been previously filed by the Company with the U.S.
Securities and Exchange Commission. The Amended Revolving Credit Agreement is
not intended to be a source of factual, business or operational information
about the Company or its subsidiaries. The representations and warranties
contained in the Amended Revolving Credit Agreement were made only for purposes
of such agreement and as of specific dates, were solely for the benefit of the
parties to such agreement, and may be subject to limitations agreed upon by the
parties, including being qualified by disclosures for the purpose of allocating
contractual risk between the parties instead of establishing matters as facts;
and may be subject to standards of materiality applicable to the contracting
parties that differ from those applicable to investors or security holders.
Accordingly, investors should not rely on the representations, warranties and
covenants or any descriptions thereof as characterizations of the actual state
of facts or condition of the parties.
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 in Item 1.01 of this Current Report on Form 8-K is
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit Number Exhibit Description
10.1 Amendment No. 9 to Revolving Credit Agreement, dated April 4, 2022, by
and among Uber Technologies, Inc., as borrower, Rasier, LLC, as
guarantor, the lenders party thereto, and Morgan Stanley Senior Funding,
Inc., as administrative agent.
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