Super Micro Computer Faces Delisting Notice Amid New Credit Agreement
Ticker: SMCI · Form: 8-K · Filed: Nov 20, 2024 · CIK: 1375365
| Field | Detail |
|---|---|
| Company | Super Micro Computer, Inc. (SMCI) |
| Form Type | 8-K |
| Filed Date | Nov 20, 2024 |
| Risk Level | high |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.001, $458,000 |
| Sentiment | bearish |
Sentiment: bearish
Topics: credit-agreement, delisting-notice, financial-obligation
Related Tickers: SMCI
TL;DR
SMCI got a new credit line but also a delisting warning - big red flag?
AI Summary
On November 14, 2024, Super Micro Computer, Inc. entered into a material definitive agreement, specifically a credit agreement, which creates a direct financial obligation. The company also provided notice of delisting or failure to satisfy a continued listing rule or standard, indicating potential issues with its listing status.
Why It Matters
This filing signals potential financial strain or compliance issues for Super Micro Computer, which could impact investor confidence and stock performance.
Risk Assessment
Risk Level: high — The notice of delisting or failure to satisfy a continued listing rule is a significant concern that could lead to the stock being removed from an exchange.
Key Players & Entities
- Super Micro Computer, Inc. (company) — Registrant
- November 14, 2024 (date) — Date of earliest event reported
FAQ
What is the nature of the material definitive agreement entered into by Super Micro Computer, Inc.?
The filing indicates the entry into a credit agreement, which constitutes a material definitive agreement and creates a direct financial obligation for the registrant.
What is the significance of the 'Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard'?
This notice suggests that Super Micro Computer, Inc. may be in violation of the rules required to remain listed on its stock exchange, potentially leading to delisting.
What is the exact date of the earliest event reported in this 8-K filing?
The earliest event reported is dated November 14, 2024.
What is the company's principal business address?
The principal business address of Super Micro Computer, Inc. is 980 Rock Avenue, San Jose, California 95131.
What is the Commission File Number for Super Micro Computer, Inc.?
The Commission File Number for Super Micro Computer, Inc. is 001-33383.
Filing Stats: 1,127 words · 5 min read · ~4 pages · Grade level 12.5 · Accepted 2024-11-20 16:08:53
Key Financial Figures
- $0.001 — ange on which registered Common Stock, $0.001 par value SMCI The NASDAQ Global Select
- $458,000 — credit sublimit under the Agreement to $458,000. The foregoing description of the Ame
Filing Documents
- smci-20241114.htm (8-K) — 39KB
- exhibit101notificationan.htm (EX-10.1) — 2KB
- exhibit102notificationan.htm (EX-10.2) — 2KB
- smci-pressreleaseq12025for.htm (EX-99.1) — 8KB
- exhibit101notificationan001.jpg (GRAPHIC) — 164KB
- exhibit101notificationan002.jpg (GRAPHIC) — 302KB
- exhibit101notificationan003.jpg (GRAPHIC) — 249KB
- exhibit101notificationan004.jpg (GRAPHIC) — 98KB
- exhibit101notificationan005.jpg (GRAPHIC) — 198KB
- exhibit102notificationan001.jpg (GRAPHIC) — 163KB
- exhibit102notificationan002.jpg (GRAPHIC) — 293KB
- exhibit102notificationan003.jpg (GRAPHIC) — 331KB
- exhibit102notificationan004.jpg (GRAPHIC) — 205KB
- exhibit102notificationan005.jpg (GRAPHIC) — 37KB
- exhibit102notificationan006.jpg (GRAPHIC) — 204KB
- 0001375365-24-000042.txt ( ) — 3272KB
- smci-20241114.xsd (EX-101.SCH) — 2KB
- smci-20241114_lab.xml (EX-101.LAB) — 22KB
- smci-20241114_pre.xml (EX-101.PRE) — 13KB
- smci-20241114_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement On November 14, 2024, Super Micro Computer Inc., Taiwan (the "Subsidiary"), a Taiwan corporation and wholly-owned subsidiary of Super Micro Computer, Inc. (the "Company"), entered into amendments (the "Amendments") of various Notifications and Confirmations of Credit Agreements (the "Notifications and Confirmations") previously entered into with E.SUN Bank ("E.SUN Bank") to extend the time period for the financial statements issued by the Subsidiary for FY2024 to be reviewed by E.SUN Bank from October 31, 2024 to December 31, 2024. In addition, the Notifications and Confirmations included various financial commitments applicable to the Subsidiary related to current ratio, net debt ratio, and interest coverage multiple. If such financial commitments are not achieved, the amortization period for the current balances thereunder will be shortened to one year starting from the 31 st of the review month. On November 15, 2024, the Company also entered into a Fourth Amendment to Loan Agreement (the "Bank Amendment"), by and between the Company and Cathay Bank, which amends the Loan Agreement, dated as of May 19, 2022 (the "Agreement"). The Bank Amendment, among other things, reduces the revolving line and letter of credit sublimit under the Agreement to $458,000. The foregoing description of the Amendments is qualified in its entirety by the full text of such Amendments, copies of which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated herein 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 regarding the Amendments as set forth in Item 1.01 of this Form 8-K is incorporated herein by reference.
01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On November 19, 2024, the Company received a notification letter (the "Letter") from the Listing Qualifications Department of the Nasdaq Stock Market LLC ("Nasdaq") indicating that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1), as a result of the Company's delay in filing its Quarterly Report on Form 10-Q for the period ended September 30, 2024 (the "Q1 2025 Form 10-Q") and its continued delay in filing its Annual Report on Form 10-K for the period ending June 30, 2024 (the "2024 Form 10-K"). The 2024 Form 10-K was due on August 29, 2024 and the Q1 2025 Form 10-Q was due on November 12, 2024. The Company filed Form 12b-25s regarding the 2024 Form 10-K and the Q1 2025 Form 10-Q on August 30, 2024 and November 13, 2024, respectively. The Company submitted a compliance plan to Nasdaq on November 18, 2024 (the "Plan") with respect to its delay in filing the 2024 Form 10-K and Q1 2025 Form 10-Q. In the Plan, the Company indicated that it believes it will be able to file the 2024 Form 10-K and the Q1 2025 Form 10-Q and become current with its periodic filings within the discretionary period available to the Nasdaq staff to grant. The Letter has no immediate effect on the listing or trading of the Company's common stock on the NASDAQ Global Select Market. On November 20, 2024, the Company issued a press release announcing the receipt of the Letter. A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference. Cautionary Statement Regarding Forward Looking Statements
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Number Description 10.1 Notification and Confirmation of Credit Conditions for Medium-Term Credit Loan dated November 14, 2024 (C246200157604) 10.2 Notification and Confirmation of Credit Conditions for Medium-Term Credit Loan dated November 14, 2024 (C246200157603) 99.1 Press Release of Super Micro Computer, Inc. dated November 20, 2024 104 Cover Page Interactive Data File 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: November 20, 2024 By: /s/ Charles Liang President, Chief Executive Officer and Chairman of the Board (Principal Executive Officer)