1.875% Senior Notes due 2025
Note · NetApp, Inc.
Reference: 1.875% Senior Notes due 2025
- Original principal
- USD 750,000,000
- Outstanding
- —
- Commitment
- —
- Availability
- —
- Maturity
- Jun 22, 2025
Last reported interest terms: 1.875% Reported 2020-06-22 Later filings may not restate these terms; this does not confirm they still apply.
Verified covenant terms
-
Section 1.04(a)(i) · Change of Control Repurchase Event
(i) If a Change of Control Repurchase Event occurs with respect to the Notes, unless the Company shall have exercised its option to redeem the Notes in full, as set forth in Section 1.03 of this Fourth Supplemental Indenture, or the Company shall have defeased the Notes or have satisfied and discharged the Notes, as set forth in Article XI of the Base Indenture, the Company shall make an offer (the “Change of Control Offer”) to each holder of the Notes to repurchase any and all of such holder's Notes at a…
Springing Trigger: If a Change of Control Repurchase Event occurs with respect to the Notes Defined terms:
-
Change of Control Repurchase Event: the occurrence of both a Change of Control and a Ratings Event.
Source evidence: “Change of Control Repurchase Event” means the occurrence of both a Change of Control and a Ratings Event.
Full wording and supporting evidence
Source evidence: (i) If a Change of Control Repurchase Event occurs with respect to the Notes, unless the Company shall have exercised its option to redeem the Notes in full, as set forth in Section 1.03 of this Fourth Supplemental Indenture, or the Company shall have defeased the Notes or have satisfied and discharged the Notes, as set forth in Article XI of the Base Indenture, the Company shall make an offer (the “Change of Control Offer”) to each holder of the Notes to repurchase any and all of such holder's Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of Notes to be repurchased (such principal amount to be equal to $2,000 or an integral multiple of $1,000 in excess of $2,000), plus accrued and unpaid interest, if any, on the Notes to be repurchased up to, but excluding, the date of repurchase (the “Change of Control Payment”).
Target identity evidence: THIS FOURTH SUPPLEMENTAL INDENTURE (the “Fourth Supplemental Indenture”) is dated as of June 22, 2020 between NETAPP, INC., a Delaware corporation (the “Company”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
Target identity evidence: A. The Company and the Trustee executed and delivered an Indenture, dated as of December 12, 2012, (the “Base Indenture” and, as supplemented by the Fourth Supplemental Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of unsubordinated debt securities evidencing its unsecured indebtedness.
Target identity evidence: B. Pursuant to Board Resolution, the Company has authorized the issuance of $750,000,000 aggregate principal amount of 1.875% Senior Notes due 2025 (the “2025 Notes”), $550,000,000 aggregate principal amount of 2.375% Senior Notes due 2027 (the “2027 Notes”) and $700,000,000 aggregate principal amount of 2.700% Senior Notes due 2030 (the “2030 Notes” and together with the 2025 Notes and the 2027 Notes, the “Notes”).
Target identity evidence: (a) The 2025 Notes shall constitute a series of securities having the title of “1.875% Senior Notes due 2025,” the 2027 Notes shall constitute a separate series of securities having the title of “2.375% Senior Notes due 2027” and the 2030 Notes shall constitute a separate series of securities having the title “2.700% Senior Notes due 2030”.
Target scope evidence: The following additional covenant shall apply with respect to the Notes so long as any of the Notes remain Outstanding:
-
Change of Control Repurchase Event: the occurrence of both a Change of Control and a Ratings Event.
-
Section 1.05(d) · Events of Default
failure by the Company to repurchase the Notes tendered for repurchase following the occurrence of a Change of Control Repurchase Event in conformity with Section 1.04 of this Fourth Supplemental Indenture;
Section 1.05. Events of Default.
Full wording and supporting evidence
Source evidence: (d) failure by the Company to repurchase the Notes tendered for repurchase following the occurrence of a Change of Control Repurchase Event in conformity with Section 1.04 of this Fourth Supplemental Indenture;
Target identity evidence: THIS FOURTH SUPPLEMENTAL INDENTURE (the “Fourth Supplemental Indenture”) is dated as of June 22, 2020 between NETAPP, INC., a Delaware corporation (the “Company”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
Target identity evidence: A. The Company and the Trustee executed and delivered an Indenture, dated as of December 12, 2012, (the “Base Indenture” and, as supplemented by the Fourth Supplemental Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of unsubordinated debt securities evidencing its unsecured indebtedness.
Target identity evidence: B. Pursuant to Board Resolution, the Company has authorized the issuance of $750,000,000 aggregate principal amount of 1.875% Senior Notes due 2025 (the “2025 Notes”), $550,000,000 aggregate principal amount of 2.375% Senior Notes due 2027 (the “2027 Notes”) and $700,000,000 aggregate principal amount of 2.700% Senior Notes due 2030 (the “2030 Notes” and together with the 2025 Notes and the 2027 Notes, the “Notes”).
Target identity evidence: (a) The 2025 Notes shall constitute a series of securities having the title of “1.875% Senior Notes due 2025,” the 2027 Notes shall constitute a separate series of securities having the title of “2.375% Senior Notes due 2027” and the 2030 Notes shall constitute a separate series of securities having the title “2.700% Senior Notes due 2030”.
Target scope evidence: With respect to the Notes, “Event of Default” means any one or more of the following events that has occurred and is continuing:
-
Section 1.05(g) · Events of Default
(g) (i) a failure to make any payment at maturity, including any applicable grace period, of any indebtedness of the Company (other than indebtedness of the Company owing to any of its direct or indirect Subsidiaries) in an amount in excess of $100,000,000 and continuance of this failure to pay or (ii) a default on any indebtedness of the Company (other than indebtedness owing to any of its direct or indirect Subsidiaries), which default results in the acceleration of such indebtedness in an amount in…
Springing Trigger: for a period of 30 days after written notice thereof to the Company by the Trustee or to the Company and the Trustee by the Holders of not less than 25% in principal amount of Outstanding Notes of such series Section 1.05. Events of Default.
Full wording and supporting evidence
Source evidence: (g) (i) a failure to make any payment at maturity, including any applicable grace period, of any indebtedness of the Company (other than indebtedness of the Company owing to any of its direct or indirect Subsidiaries) in an amount in excess of $100,000,000 and continuance of this failure to pay or (ii) a default on any indebtedness of the Company (other than indebtedness owing to any of its direct or indirect Subsidiaries), which default results in the acceleration of such indebtedness in an amount in excess of $100,000,000 without such indebtedness having been discharged or the acceleration having been cured, waived, rescinded or annulled, in the case of clause (i) or (ii) above, for a period of 30 days after written notice thereof to the Company by the Trustee or to the Company and the Trustee by the Holders of not less than 25% in principal amount of Outstanding Notes of such series (including any Additional Notes), provided, however, that if any failure, default or acceleration referred to in clause (i) or (ii) above ceases or is cured, waived, rescinded or annulled, then the Event of Default will be deemed cured.
Target identity evidence: THIS FOURTH SUPPLEMENTAL INDENTURE (the “Fourth Supplemental Indenture”) is dated as of June 22, 2020 between NETAPP, INC., a Delaware corporation (the “Company”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
Target identity evidence: A. The Company and the Trustee executed and delivered an Indenture, dated as of December 12, 2012, (the “Base Indenture” and, as supplemented by the Fourth Supplemental Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of unsubordinated debt securities evidencing its unsecured indebtedness.
Target identity evidence: B. Pursuant to Board Resolution, the Company has authorized the issuance of $750,000,000 aggregate principal amount of 1.875% Senior Notes due 2025 (the “2025 Notes”), $550,000,000 aggregate principal amount of 2.375% Senior Notes due 2027 (the “2027 Notes”) and $700,000,000 aggregate principal amount of 2.700% Senior Notes due 2030 (the “2030 Notes” and together with the 2025 Notes and the 2027 Notes, the “Notes”).
Target identity evidence: (a) The 2025 Notes shall constitute a series of securities having the title of “1.875% Senior Notes due 2025,” the 2027 Notes shall constitute a separate series of securities having the title of “2.375% Senior Notes due 2027” and the 2030 Notes shall constitute a separate series of securities having the title “2.700% Senior Notes due 2030”.
-
Section 1.05(b) · Events of Default
default for 30 days in the payment of interest on any Note of such series when due;
Section 1.05. Events of Default.
Full wording and supporting evidence
Source evidence: (b) default for 30 days in the payment of interest on any Note of such series when due;
Target identity evidence: THIS FOURTH SUPPLEMENTAL INDENTURE (the “Fourth Supplemental Indenture”) is dated as of June 22, 2020 between NETAPP, INC., a Delaware corporation (the “Company”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
Target identity evidence: A. The Company and the Trustee executed and delivered an Indenture, dated as of December 12, 2012, (the “Base Indenture” and, as supplemented by the Fourth Supplemental Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of unsubordinated debt securities evidencing its unsecured indebtedness.
Target identity evidence: B. Pursuant to Board Resolution, the Company has authorized the issuance of $750,000,000 aggregate principal amount of 1.875% Senior Notes due 2025 (the “2025 Notes”), $550,000,000 aggregate principal amount of 2.375% Senior Notes due 2027 (the “2027 Notes”) and $700,000,000 aggregate principal amount of 2.700% Senior Notes due 2030 (the “2030 Notes” and together with the 2025 Notes and the 2027 Notes, the “Notes”).
Target identity evidence: (a) The 2025 Notes shall constitute a series of securities having the title of “1.875% Senior Notes due 2025,” the 2027 Notes shall constitute a separate series of securities having the title of “2.375% Senior Notes due 2027” and the 2030 Notes shall constitute a separate series of securities having the title “2.700% Senior Notes due 2030”.
Target scope evidence: With respect to the Notes, “Event of Default” means any one or more of the following events that has occurred and is continuing:
-
Section 1.05(a) · Events of Default
default in the payment of the principal or any premium on any Note of that series when due (whether at maturity, upon acceleration, redemption or otherwise);
Section 1.05. Events of Default.
Full wording and supporting evidence
Source evidence: (a) default in the payment of the principal or any premium on any Note of that series when due (whether at maturity, upon acceleration, redemption or otherwise);
Target identity evidence: THIS FOURTH SUPPLEMENTAL INDENTURE (the “Fourth Supplemental Indenture”) is dated as of June 22, 2020 between NETAPP, INC., a Delaware corporation (the “Company”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
Target identity evidence: A. The Company and the Trustee executed and delivered an Indenture, dated as of December 12, 2012, (the “Base Indenture” and, as supplemented by the Fourth Supplemental Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of unsubordinated debt securities evidencing its unsecured indebtedness.
Target identity evidence: B. Pursuant to Board Resolution, the Company has authorized the issuance of $750,000,000 aggregate principal amount of 1.875% Senior Notes due 2025 (the “2025 Notes”), $550,000,000 aggregate principal amount of 2.375% Senior Notes due 2027 (the “2027 Notes”) and $700,000,000 aggregate principal amount of 2.700% Senior Notes due 2030 (the “2030 Notes” and together with the 2025 Notes and the 2027 Notes, the “Notes”).
Target identity evidence: (a) The 2025 Notes shall constitute a series of securities having the title of “1.875% Senior Notes due 2025,” the 2027 Notes shall constitute a separate series of securities having the title of “2.375% Senior Notes due 2027” and the 2030 Notes shall constitute a separate series of securities having the title “2.700% Senior Notes due 2030”.
Target scope evidence: With respect to the Notes, “Event of Default” means any one or more of the following events that has occurred and is continuing:
-
Section 1.05(c) · Events of Default
failure by the Company to observe or perform any term of the Indenture (other than those referred to in (a) or (b) above and other than a covenant or agreement included in this Fourth Supplemental Indenture not for the benefit of such series) for a period of 60 days after the Company receives a notice of default stating that the Company is in breach.
Springing Trigger: after the Company receives a notice of default stating that the Company is in breach. The notice must be sent by either the Trustee or Holders of not less than 25% of the principal amount of the Notes of the affected series Section 1.05. Events of Default.
Full wording and supporting evidence
Source evidence: (c) failure by the Company to observe or perform any term of the Indenture (other than those referred to in (a) or (b) above and other than a covenant or agreement included in this Fourth Supplemental Indenture not for the benefit of such series) for a period of 60 days after the Company receives a notice of default stating that the Company is in breach. The notice must be sent by either the Trustee or Holders of not less than 25% of the principal amount of the Notes of the affected series;
Target identity evidence: THIS FOURTH SUPPLEMENTAL INDENTURE (the “Fourth Supplemental Indenture”) is dated as of June 22, 2020 between NETAPP, INC., a Delaware corporation (the “Company”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
Target identity evidence: A. The Company and the Trustee executed and delivered an Indenture, dated as of December 12, 2012, (the “Base Indenture” and, as supplemented by the Fourth Supplemental Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of unsubordinated debt securities evidencing its unsecured indebtedness.
Target identity evidence: B. Pursuant to Board Resolution, the Company has authorized the issuance of $750,000,000 aggregate principal amount of 1.875% Senior Notes due 2025 (the “2025 Notes”), $550,000,000 aggregate principal amount of 2.375% Senior Notes due 2027 (the “2027 Notes”) and $700,000,000 aggregate principal amount of 2.700% Senior Notes due 2030 (the “2030 Notes” and together with the 2025 Notes and the 2027 Notes, the “Notes”).
Target identity evidence: (a) The 2025 Notes shall constitute a series of securities having the title of “1.875% Senior Notes due 2025,” the 2027 Notes shall constitute a separate series of securities having the title of “2.375% Senior Notes due 2027” and the 2030 Notes shall constitute a separate series of securities having the title “2.700% Senior Notes due 2030”.
Target scope evidence: With respect to the Notes, “Event of Default” means any one or more of the following events that has occurred and is continuing:
Documents and filing history
-
Issuance
· 2020-06-22
Original principal USD 750,000,000 Exact source document
Parent 8-K filing · 2020-06-22
B. Pursuant to Board Resolution, the Company has authorized the issuance of $750,000,000 aggregate principal amount of 1.875% Senior Notes due 2025 (the “**2025** **Notes**”), $550,000,000 aggregate principal amount of 2.375% Senior Notes due 2027 (the “**2027 Notes**”) and $700,000,000 aggregate principal amount of 2.700% Senior Notes due 2030 (the “**2030 Notes**” and together with the 2025 Notes and the 2027 Notes, the “**Notes**”).
Issuer evidence: THIS FOURTH SUPPLEMENTAL INDENTURE (the “**Fourth Supplemental Indenture**”) is dated as of June 22, 2020 between NETAPP, INC., a Delaware corporation (the “**Company**”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “**Trustee**”).
Supporting evidence: (c) The entire Outstanding principal of the 2025 Notes shall be payable on June 22, 2025, the entire Outstanding principal of the 2027 Notes shall be payable on June 22, 2027, and the entire Outstanding principal of the 2030 Notes shall be payable on June 22, 2030.
Supporting evidence: (d) The rate at which the 2025 Notes shall bear interest shall be 1.875% per year. The date from which interest shall accrue on the 2025 Notes shall be the most recent Interest Payment Date to which interest has been paid or provided for or, if no interest has been paid, from June 22, 2020. The Interest Payment Dates for the 2025 Notes shall be June 22 and December 22 of each year, beginning December 22, 2020. Interest shall be payable on each Interest Payment Date to the holders of record at the close of business on the June 7 and December 7 prior to each Interest Payment Date (with respect to the 2025 Notes, each a “**regular record date**”). The basis upon which interest shall be calculated shall be that of a 360-day year consisting of twelve 30-day months.
Supporting evidence: B. Pursuant to Board Resolution, the Company has authorized the issuance of $750,000,000 aggregate principal amount of 1.875% Senior Notes due 2025 (the “**2025** **Notes**”), $550,000,000 aggregate principal amount of 2.375% Senior Notes due 2027 (the “**2027 Notes**”) and $700,000,000 aggregate principal amount of 2.700% Senior Notes due 2030 (the “**2030 Notes**” and together with the 2025 Notes and the 2027 Notes, the “**Notes**”).
Supporting evidence: B. Pursuant to Board Resolution, the Company has authorized the issuance of $750,000,000 aggregate principal amount of 1.875% Senior Notes due 2025 (the “**2025** **Notes**”), $550,000,000 aggregate principal amount of 2.375% Senior Notes due 2027 (the “**2027 Notes**”) and $700,000,000 aggregate principal amount of 2.700% Senior Notes due 2030 (the “**2030 Notes**” and together with the 2025 Notes and the 2027 Notes, the “**Notes**”).