Item 1.01
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Entry into a Material Definitive Agreement.
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Amendment to Revolving Credit Facility
On July 17, 2017, NetApp, Inc., a Delaware corporation (the Company), entered into an Amendment No. 1 to Credit Agreement
(the Amendment) among the Company, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (the Agent). The Amendment amends the terms of the Companys Credit Agreement, dated as of
December 12, 2016 (as amended, the Credit Agreement), to increase the commitments for the existing revolving unsecured credit facility from $600 million to $1 billion. The proceeds of the loans may be used by the Company
for general corporate purposes and as liquidity support for its commercial paper program discussed below. As of July 17, 2017, no borrowings or letters of credit were outstanding under this facility.
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 Companys affiliates. They have received, or may in the future receive, customary fees and commissions for these
transactions.
Additional details of the Credit Agreement were previously disclosed in the Companys Current Report on Form
8-K
filed with the Securities and Exchange Commission on December 12, 2016, and are incorporated herein by reference.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by the terms and conditions of the
Amendment, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Increase to Commercial Paper Program
On July 17, 2017, the Company increased the size of its existing commercial paper program (the Program), under which the
Company may issue unsecured commercial paper notes (the Notes) pursuant to an exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended (the Securities Act), from
$600 million to $1 billion.
The Program remains backstopped by the Credit Agreement that was entered into on December 12,
2016 and amended on July 17, 2017, as described above. If at any time funds are not available on favorable terms under the Program, the Company may utilize the Credit Agreement for funding.
From time to time, one or more of the commercial paper dealers 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 Companys affiliates. They have received, or may in the future receive, customary fees and commissions for these
transactions.
The Notes have not been and will not be registered under the Securities Act or state securities laws, and may not be
offered and sold except in compliance with an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws. The information contained in this Current Report on Form
8-K
shall not constitute an offer to sell or the solicitation of an offer to purchase any securities, nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be
unlawful.
Additional details of the Program were previously disclosed in the Companys Current Report on Form
8-K
filed with the Securities and Exchange Commission on December 12, 2016, and are incorporated herein by reference.