gddy-202006220001609711trueThis Current Report on Form 8-K/A (this “Current Report”) amends the Current Report on Form 8-K filed by GoDaddy Inc. (the “Company”) with the Securities and Exchange Commission (the “SEC”) on June 24, 2020 (the “Original Report”) and is being filed in order to amend and supplement the Company’s disclosure under Item 2.05 of the Original Report. The Original Report otherwise remains unchanged.00016097112020-06-222020-06-22
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
June 22, 2020
GoDaddy Inc.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-36904 | | | 46-5769934 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | | (I.R.S. Employer Identification No.) |
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14455 N. Hayden Road | | Scottsdale | Arizona | | 85260 |
(Address of Principal Executive Offices) | | | | | (Zip Code) |
(480) 505-8800
Registrant's telephone number, including area code
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Class A Common Stock, $0.001 par value per share | | GDDY | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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Explanatory Note
This Current Report on Form 8-K/A (this “Current Report”) amends the Current Report on Form 8-K filed by GoDaddy Inc. (the “Company”) with the Securities and Exchange Commission (the “SEC”) on June 24, 2020 (the “Original Report”) and is being filed in order to amend and supplement the Company’s disclosure under Item 2.05 of the Original Report. The Original Report otherwise remains unchanged.
Item 2.05 Costs Associated with Exit or Disposal Activities
As previously announced, on June 24, 2020, the Company implemented a restructuring plan to address the sustainability of its U.S. outbound sales and operations. At the time of the Original Report, the Company estimated that it would incur approximately $15 million of pre-tax restructuring charges, substantially all of which represents future cash expenditures for the payment of severance and related benefit costs. The Company continues to expect to incur such pre-tax restructuring charges, approximately $10 million of which was recognized in the second quarter of 2020, while the remainder will be recognized in the third quarter of 2020. The Company further expected that certain lease assets with a book value of approximately of $58 million would be impaired. At the time of the Original Report, the Company was not able to make a good faith estimate of the range of potential impairment of this book value. The Company has determined that impairment charge, and in the second quarter of 2020, recognized a pre-tax impairment charge of approximately $29 million to operating lease assets, resulting in a total pre-tax restructuring charge of approximately $39 million during the period.
Forward Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. Forward-looking statements generally relate to future events or the Company’s future financial or operating performance. In some cases, you can identify forward looking statements because they contain words such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “going to,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these words or other similar terms or expressions that concern the Company’s expectations, strategy, priorities, plans or intentions. Forward-looking statements in this Current Report on Form 8-K include, but are not limited to, statements regarding the Company’s future financial and operating performance, tax liability relating to the restructuring, the book value of certain operating lease assets, and the Company’s expected costs related to restructuring and related charges, including the timing of such charges. The Company’s expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected. The forward-looking statements contained in this Current Report on Form 8-K are also subject to other risks and uncertainties, including those more fully described in the Company’s filings with the Securities and Exchange Commission (“SEC”), including the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and the Company’s Quarterly Reports on Form 10-Q for the fiscal quarters ended March 31, 2020 and June 30, 2020, as filed with the SEC, and additional risks related to the COVID-19 pandemic, including the related public health measures taken in response thereto and the burgeoning effect of the COVID-19 pandemic on the Company’s business, results of operations and ability to forecast its performance. The forward-looking statements in this Current Report on Form 8-K are based on information available to the Company as of the date hereof, and the Company disclaims any obligation to update any forward-looking statements, except as required by law.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | GODADDY INC. |
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| Date: | August 5, 2020 | /s/ Ray E. Winborne |
| | Ray E. Winborne |
| | Chief Financial Officer |