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NetApp 8-K Report, Material Agreement (Mar 5, 2025)

Reports
Material Agreements·Financial Events·Exhibits & Filings
Filing Date
Filed March 5, 2025
Period End
March 5, 2025
Security
NTAP
In the record · 2016–202610-K1110-Q328-K97

NTAP filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 97 current reports (8-K) between 2016 and 2026.

  1. Restructuring8-K · Feb ’16Feb ’16
  2. Material agreement8-K · Sep ’17Sep ’17
  3. Leadership change8-K · Feb ’22Feb ’22
  4. Leadership change8-K · Jan ’26Jan ’26

Summary

Summary of the 8-K filed March 5, 2025. Cited figures are marked; the original filing is the authoritative source.

On March 5, 2025, NetApp, Inc. entered into a Second Amended and Restated Credit Agreement with the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

The agreement amends and restates the Company's Amended and Restated Credit Agreement dated as of January 22, 2021, as amended. It provides a $1.0 billiona unsecured revolving credit facility, with a $50.0 million sublimit for letters of credit, maturing March 5, 2030, with an option to extend the maturity for two additional one-year periods, subject to conditions. Proceeds may be used for general corporate purposes and as liquidity support for the Company's commercial paper program.

As of March 5, 2025, no borrowings or letters of credit were outstanding. The facility carries interest at a base rate or an adjusted term SOFR rate plus a spread tied to the Company's senior unsecured debt ratings from Moody's and S&P, ranging from 0%b to 0.325% for base rate loans and 0.805% to 1.325% for adjusted term SOFR loans. The agreement requires compliance with a maximum leverage ratio measured quarterly, along with customary affirmative and negative covenants, and includes customary events of default, including change of control defaults.

An expansion option allows the Company, subject to certain requirements, to request up to an additional $500.0 millionc, for a potential total commitment of $1.5 billion. The filing also incorporates the credit agreement by reference under Item 2.03, and lists the agreement as Exhibit 10.1 along with an Inline XBRL cover page as Exhibit 104.

Key Highlights

  1. Entered a Second Amended and Restated Credit Agreement on March 5, 2025, replacing the Company's January 22, 2021 credit agreement, as amended.
  2. $1.0 billion unsecured revolving credit facility with a $50.0 million letter of credit sublimit.
  3. Facility matures March 5, 2030, with an option to extend for two additional one-year periods, subject to conditions.
  4. No borrowings or letters of credit outstanding under the facility as of March 5, 2025.
  5. Pricing is based on senior unsecured debt ratings: 0% to 0.325% over base rate, or 0.805% to 1.325% over adjusted term SOFR.
  6. Includes a maximum leverage ratio covenant tested quarterly, plus customary covenants and events of default, including change of control.
  7. Expansion option of up to an additional $500.0 million, for a potential total commitment of $1.5 billion.

Frequently Asked Questions

  1. How large is the credit facility and when does it mature?

    The facility is a $1.0 billion revolving unsecured credit facility maturing March 5, 2030. The Company may extend the maturity for two additional one-year periods, subject to certain conditions.

  2. Was any money drawn under the facility at signing?

    No. As of March 5, 2025, no borrowings or letters of credit were outstanding under the credit facility.

  3. What is the facility's intended use?

    Proceeds may be used for general corporate purposes and as liquidity support for the Company's existing commercial paper program.

  4. How is interest priced on the revolving loans?

    Base rate loans carry a spread of 0% to 0.325%, and adjusted term SOFR loans carry a spread of 0.805% to 1.325%. The spreads are based on the ratings of the Company's senior unsecured long-term debt from Moody's and S&P.

  5. Can the facility be increased?

    Yes. Subject to certain requirements, the Company may request an increase of up to an additional $500.0 million, for a potential total commitment of $1.5 billion.