Super Micro Computer Enters Material Definitive Agreement
Ticker: SMCI · Form: 8-K · Filed: Feb 22, 2024 · CIK: 1375365
| Field | Detail |
|---|---|
| Company | Super Micro Computer, Inc. (SMCI) |
| Form Type | 8-K |
| Filed Date | Feb 22, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.001, $1.5 billion, $225.0 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, corporate-action
Related Tickers: SMCI
TL;DR
**SMCI just inked a major deal, signaling potential big changes ahead!**
AI Summary
Super Micro Computer, Inc. filed an 8-K on February 22, 2024, reporting an event that occurred on February 21, 2024. The filing indicates an entry into a material definitive agreement and other events, as per Item 1.01 and Item 8.01 of Form 8-K. The company, based in San Jose, California, with CIK 0001375365, did not disclose specific financial figures or counterparty names in the provided text.
Why It Matters
This filing signals a significant new commitment for Super Micro Computer, Inc., which could impact its future operations, financial performance, and strategic direction.
Risk Assessment
Risk Level: medium — The filing indicates a material definitive agreement without disclosing details, creating uncertainty about its potential impact.
Key Players & Entities
- Super Micro Computer, Inc. (company) — registrant
- February 21, 2024 (date) — date of earliest event reported
- February 22, 2024 (date) — filing date
- San Jose, California (location) — company headquarters
- 001-33383 (other) — Commission File Number
FAQ
What was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on February 21, 2024.
What type of agreement did Super Micro Computer, Inc. enter into?
Super Micro Computer, Inc. entered into a material definitive agreement, as per Item 1.01 of the 8-K filing.
What is the CIK number for Super Micro Computer, Inc.?
The Central Index Key (CIK) for Super Micro Computer, Inc. is 0001375365.
Where is Super Micro Computer, Inc.'s principal executive office located?
Super Micro Computer, Inc.'s principal executive office is located at 980 Rock Avenue, San Jose, California 95131.
What items of Form 8-K were reported in this filing?
This filing reported Item 1.01 (Entry into a Material Definitive Agreement), Item 8.01 (Other Events), and Item 9.01 (Financial Statements and Exhibits).
Filing Stats: 659 words · 3 min read · ~2 pages · Grade level 11.8 · Accepted 2024-02-21 21:50:06
Key Financial Figures
- $0.001 — ange on which registered Common Stock, $0.001 par value SMCI The NASDAQ Global Select
- $1.5 billion — to market conditions and other factors, $1.5 billion aggregate principal amount of convertib
- $225.0 million — chasers to purchase up to an additional $225.0 million aggregate principal amount of Convertib
Filing Documents
- smci-20240221.htm (8-K) — 32KB
- babcsmciseventhamendmentto.htm (EX-10.1) — 58KB
- smci-launchpressrelease.htm (EX-99.1) — 13KB
- 0001375365-24-000015.txt ( ) — 241KB
- smci-20240221.xsd (EX-101.SCH) — 2KB
- smci-20240221_lab.xml (EX-101.LAB) — 24KB
- smci-20240221_pre.xml (EX-101.PRE) — 12KB
- smci-20240221_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement On February 21, 2024 Super Micro Computer, Inc. (the "Company") entered into a Seventh Amendment to Loan and Security Agreement (the "Agreement") dated April 19, 2018, by and among the Company, as Borrower, the lenders party thereto (the "Lenders") and Bank of America, N.A., as administrative agent for the Lenders to amend certain financial covenants of the Agreement to allow for the Company's proposed offering of convertible senior notes as described below and the entry into capped call transactions in connection therewith.
01 Other Events
Item 8.01 Other Events On February 21, 2024, the Company issued a press release announcing that it proposes to offer, subject to market conditions and other factors, $1.5 billion aggregate principal amount of convertible senior notes due 2029 (the "Convertible Notes") to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The Company expects to grant a 13-day option to the initial purchasers to purchase up to an additional $225.0 million aggregate principal amount of Convertible Notes. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. Neither this Current Report on Form 8-K nor the press release constitutes an offer to sell, or the solicitation of an offer to buy, the Convertible Notes or the shares of the Company's common stock, if any, issuable upon conversion of the Convertible Notes.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Number Description 10.1 Seventh Amendment to Loan and Security Agreement, dated as of February 21, 2024, by and among the Company, as Borrower, the Lenders party thereto and Bank of America, N.A., as administrative agent for the Lenders. 99.1 Press release dated February 21, 2024 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL SIGNATURE 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. SUPER MICRO COMPUTER, INC. Date: February 21, 2024 By: /s/ Charles Liang President, Chief Executive Officer and Chairman of the Board