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Tesla Motors, Inc. (NASDAQ:TSLA) Files An 8-K Entry into a Material Definitive Agreement

Tesla Motors, Inc. (NASDAQ:TSLA) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01

Entry Into Material Definitive Agreement.

Amendment to Credit Agreement

On December 15, 2016, Tesla Motors, Inc. (the Company) and its
subsidiary Tesla Motors Netherlands B.V. (Tesla B.V. and together
with the Company, collectively, the Borrowers), entered into the
Fifth Amendment (the Credit Agreement Amendment) to the ABL
Credit Agreement, dated as of June 10, 2015 (as amended, modified
or supplemented, the Credit Agreement), among the Borrowers, the
lenders party thereto, and Deutsche Bank AG New York Branch, as
administrative agent and collateral agent, and the other agents
party thereto.The Credit Agreement Amendment increased the
revolving commitments under the Credit Agreement by $200.0
million, thereby increasing the total revolving commitments from
$1.0 billion to $1.2 billion, and amended the Credit Agreement to
permit the Borrowers to obtain up to $50.0 million of additional
commitments to the terms of the Credit Agreement.

Amendment to Warehouse Agreement; Assumption Agreement

On December 15, 2016, Tesla Finance LLC (TFL) and Tesla 2014
Warehouse SPV LLC (the Borrower), each a wholly-owned direct or
indirect subsidiary of the Company, entered into Amendment No. 2
(the Warehouse Agreement Amendment) to the Loan and Security
Agreement, dated as of August 31, 2016 (as amended, modified or
supplemented, the Warehouse Agreement), among TFL, the Borrower,
the lenders and group agents party thereto, and Deutsche Bank AG,
New York Branch, as administrative agent (the Warehouse
Administrative Agent).Among other things, the Warehouse Agreement
Amendment increased the maximum facility limit under the
Warehouse Agreement by $300.0 million, thereby increasing the
total facility limit from $300.0 million to $600.0 million, and
modified certain terms to facilitate the joinder of certain types
of additional lenders, including those in the Citi Lending Group
(as defined below).

In connection with the Warehouse Agreement Amendment, the
Borrower entered into an Assumption Agreement (the Assumption
Agreement) with Citibank, N.A., as group agent and certain
lenders administered by it (together, the Citi Lending Group),
and the Warehouse Administrative Agent, to which, among other
things, the Citi Lending Group agreed to a commitment of $300.0
million under the Warehouse Agreement and the lender affiliated
with the Administrative Agent transferred one-half of the
existing borrowings under the Warehouse Agreement to the Citi
Lending Group. As previously disclosed in the Companys Current
Report on Form 8-K filed with the Securities and Exchange
Commission on September 7, 2016, amounts drawn under the
Warehouse Agreement bear interest at a rate based on LIBOR plus a
fixed margin, or in certain situations based on a rate that is
calculated by reference to the prime rate, LIBOR and the federal
funds rate, except that amounts borrowed from certain lenders in
the Citi Lending Group that issue short-term commercial paper
notes to maintain their loans bear interest at a rate based on
the rates at which such notes are issued. Together with existing
commitments, as of December 15, 2016, the Company had commitments
for the full $600.0 million available under the Warehouse
Agreement.

The foregoing descriptions of the Credit Agreement Amendment,
Warehouse Agreement Amendment and Assumption Agreement do not
purport to be complete and are qualified in their entirety by
reference to Exhibits 10.1, 10.2 and 10.3 hereto, respectively,
which are incorporated into this Item 1.01 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 set forth in Item 1.01 above is incorporated
herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number

Description

10.1

Fifth Amendment to Credit Agreement, dated as of December
15, 2016, among Tesla Motors, Inc., Tesla Motors
Netherlands B.V., the lenders party

thereto and Deutsche Bank AG, New York Branch, as
Administrative Agent and Collateral Agent

10.2

Amendment No. 2 to Loan and Security Agreement, dated as
of December 15, 2016, among Tesla Finance LLC, Tesla 2014
Warehouse SPV LLC, the lenders and group agents party
thereto and Deutsche Bank AG, New York Branch, as
Administrative Agent

10.3

Assumption Agreement, dated as of December 15, 2016,
among Tesla 2014 Warehouse SPV LLC, Citibank, N.A. as
Group Agent and certain lenders affiliated therewith, and
Deutsche Bank AG, New York Branch, as Administrative
Agent

About Tesla Motors, Inc. (NASDAQ:TSLA)
Tesla Motors, Inc. designs, develops, manufactures and sells electric vehicles and energy storage products. The Company produces and sells two electric vehicles: the Model S sedan and the Model X sport utility vehicle (SUV). The Company has delivered over 107,000 Model S vehicles across the world. In addition to developing its own vehicles, it sells energy storage products. Its energy storage products include the seven kilowatt-hour and 10 kilowatt-hour Powerwall for residential applications, and the 100 kilowatt-hour Powerpack for commercial and industrial applications. The Company delivers energy storage products under the Tesla Energy brand. It manufactures its products primarily at its facilities in Fremont, California, Lathrop, California, Tilburg, Netherlands and at its Gigafactory near Reno, Nevada. The Company uses battery packs manufactured at the Gigafactory for its energy storage products. Tesla Motors, Inc. (NASDAQ:TSLA) Recent Trading Information
Tesla Motors, Inc. (NASDAQ:TSLA) closed its last trading session up +6.06 at 208.79 with 4,689,071 shares trading hands.

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