Western Digital Corporation (NASDAQ:WDC) Files An 8-K Entry into a Material Definitive Agreement
Item1.01. Entry into a Material Definitive Agreement
On March23, 2017, Western Digital Corporation, a Delaware
corporation (Western Digital), entered into an amendment
agreement (Amendment No.4) among Western Digital, JPMorgan
Chase Bank, N.A., as administrative agent and collateral agent
(the Agent), the lenders party thereto and the other loan
parties party thereto.
Amendment No.4 amends the Loan Agreement dated as of April29,
2016, as amended by Amendment No.1, dated as of August17, 2016,
Amendment No.2 dated as of September22, 2016 and Amendment No.3
dated as of March14, 2017 (as amended, the Loan
Agreement), among Western Digital and the Agent to provide
for, among other things, (i)a replacement of all outstanding
Euro-denominated term B-1 loans (the Existing Euro Term B
Loans) with new Euro denominated term B-2 loans (the
Repriced Euro Term B Loans) in a principal amount of
881million, (ii)a reduction of the interest rate margin
applicable to such loans initially from 3.25% to 2.00%, with
respect to Euribor borrowings (with 0.75% Euribor floor
unchanged), with an additional 25 basis point step-down following
any quarter during which the total leverage ratio is less than
1.75:1.00 and (iii)a prepayment premium of 1.00% in connection
with any repricing transaction with respect to the Repriced Euro
Term B Loans within six months of the closing date.
The Repriced Euro Term B Loans amortize in equal quarterly
principal installments of 2.2125million, with the balance payable
on April29, 2023, and are otherwise the same as the Existing Euro
Term B Loans. The Repriced Euro Term B Loans are unconditionally
guaranteed by each of the guarantors under the Loan Agreement and
are secured on a first-priority basis (subject to permitted
liens) by a lien on the same collateral securing the other loans
under the Loan Agreement.
The foregoing description of Amendment No.4 is not intended to be
complete and is qualified in its entirety by reference to
Amendment No.4, a copy of which is attached hereto as Exhibit
10.1, and incorporated herein by reference.
Item2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant
The information set forth under Item1.01 above regarding
Amendment No.4 is incorporated herein by reference.
Item7.01 Regulation FD Disclosure
Incorporated by reference is a press release issued by Western
Digital on March23, 2017, which is attached hereto as
Exhibit99.1. The press release is furnished and not filed, to
Instruction B.2 of Form 8-K.
Item9.01. Financial Statements and Exhibits
(d) Exhibits
to the rules and regulations of the Securities and Exchange
Commission, Western Digital has filed certain agreements as
exhibits to this Current Report on Form 8-K. These agreements may
contain representations and warranties by the parties. These
representations and warranties have been made solely for the
benefit of the other party or parties to such agreements and
(i)may have been qualified by disclosure made to such other party
or parties, (ii)were made only as of the date of such agreements
or such other date(s) as may be specified in such agreements and
are subject to more recent developments, which may not be fully
reflected in Western Digitals public disclosure, (iii)may reflect
the allocation of risk among the parties to such agreements and
(iv)may apply materiality standards different from what may be
viewed as material to investors. Accordingly, these
representations and warranties may not describe Western Digitals
actual state of affairs at the date hereof and should not be
relied upon.
|
ExhibitNo. |
Description |
|
| 10.1 |
Amendment No. 4 dated as of March 23, 2017 to the Loan Agreement dated as of April 29, 2016, as amended by Amendment No. 1 dated as of August 17, 2016, Amendment No. 2 dated as of September 22, 2016 and Amendment No. 3 dated as of March 14, 2017, by and among Western Digital Corporation, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, the lenders party thereto and the other loan parties party thereto. |
|
| 99.1 | Press Release of Western Digital, dated March 23, 2017. |
About Western Digital Corporation (NASDAQ:WDC)
Western Digital Corporation (Western Digital) is a developer, manufacturer and provider of data storage devices and solutions that address the needs of the information technology (IT) industry and the infrastructure that enables the proliferation of data in virtually every industry. The Company’s portfolio of offerings addresses three categories: Datacenter Devices and Solutions (capacity and performance enterprise hard disk drives (HDDs), enterprise solid state drives (SSDs), datacenter software and system solutions); Client Devices (mobile, desktop, gaming and digital video hard drives, client SSDs, embedded products and wafers), and Client Solutions (removable products, hard drive content solutions and flash content solutions). The Company develops and manufactures a portion of the recording heads and magnetic media used in its hard drive products. Western Digital Corporation (NASDAQ:WDC) Recent Trading Information
Western Digital Corporation (NASDAQ:WDC) closed its last trading session up +0.96 at 75.89 with 3,583,856 shares trading hands.
