Atlassian Corp. Files 8-K on Material Definitive Agreement

TL;DR

Atlassian just filed an 8-K for a new material definitive agreement - likely a debt or financing deal.

AI Summary

On May 15, 2024, Atlassian Corp. entered into a material definitive agreement related to a financial obligation. The company, incorporated in Delaware, filed this 8-K report with the SEC, detailing the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement.

Why It Matters

This filing indicates a significant financial commitment or arrangement for Atlassian Corp., which could impact its financial obligations and future operations.

Risk Assessment

Risk Level: medium — Material definitive agreements and financial obligations can introduce new risks related to debt covenants, interest rate fluctuations, or the success of the underlying arrangement.

Key Players & Entities

• Atlassian Corp. (company) — Registrant
• May 15, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation

FAQ

Key Financial Figures

• $0.00001 — tered Class A Common Stock, par value $0.00001 per share TEAM Nasdaq Global Select M
• $500 million — an Corporation (the " Company ") issued $500 million aggregate principal amount of 5.250% se

Filing Documents

• tm2414543d1_8k.htm (8-K) — 33KB
• tm2414543d1_ex4-1.htm (EX-4.1) — 356KB
• tm2414543d1_ex4-2.htm (EX-4.2) — 288KB
• tm2414543d1_ex5-1.htm (EX-5.1) — 18KB
• tm2414543d1_ex5-1img001.jpg (GRAPHIC) — 12KB
• tm2414543d1_ex5-1img002.jpg (GRAPHIC) — 6KB
• 0001104659-24-062074.txt ( ) — 1022KB
• team-20240515.xsd (EX-101.SCH) — 3KB
• team-20240515_lab.xml (EX-101.LAB) — 33KB
• team-20240515_pre.xml (EX-101.PRE) — 22KB
• tm2414543d1_8k_htm.xml (XML) — 4KB

01

Item 1.01. Entry Into a Material Definitive Agreement. On May 15, 2024, Atlassian Corporation (the " Company ") issued $500 million aggregate principal amount of 5.250% senior notes due 2029 (the " 2029 Notes ") and $500 million aggregate principal amount of 5.500% senior notes due 2034 (the " 2034 Notes ," and together with the 2029 Notes, the " Notes "). The Notes were offered and sold pursuant to a prospectus, dated May 6, 2024, forming a part of the Company's shelf registration statement on Form S-3 (Registration No. 333-279132), and a prospectus supplement, dated May 8, 2024, relating to the Notes. The Notes were issued under an indenture, dated as of May 15, 2024 (the " Base Indenture "), as supplemented by the first supplemental indenture, dated as of May 15, 2024, with respect to the Notes (the " Supplemental Indenture " and, together with the Base Indenture, the " Indenture "), each between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee. The Indenture and the forms of the Notes provide, among other things, that the Notes are senior unsecured obligations of the Company. The 2029 Notes bear interest at a rate of 5.250% per year. Interest on the 2029 Notes is payable semi-annually on May 15 and November 15 of each year, beginning on November 15, 2024. The 2034 Notes bear interest at a rate of 5.500% per year. Interest on the 2034 Notes is payable semi-annually on May 15 and November 15 of each year, beginning on November 15, 2024. The Indenture contains covenants limiting the Company's ability to create certain liens and enter into certain sale and leaseback transactions. These covenants are subject to important limitations and exceptions as set forth in the Indenture. The description of the Indenture in this Current Report on Form 8-K is a summary of, and is qualified in its entirety by, the terms of the Indenture. Copies of the Base Indenture and the Supplemental I

03

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained in Item 1.01 above with respect to the Notes and the Indenture is hereby incorporated by reference into this Item 2.03, insofar as it relates to the creation of a direct financial obligation.

01

Item 9.01.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Indenture, dated as of May 15, 2024, between the Company and U.S. Bank Trust Company, National Association, as trustee. 4.2 First Supplemental Indenture, dated as of May 15, 2024, between the Company and U.S. Bank Trust Company, National Association, as trustee. 4.3 Form of 5.250% senior notes due 2029 (included in Exhibit 4.2). 4.4 Form of 5.500% senior notes due 2034 (included in Exhibit 4.2). 5.1 Opinion of Latham & Watkins LLP. 23.1 Consent of Latham & Watkins LLP (included in Exhibit 5.1). 104 Cover Page Interactive Data File (formatted as Inline XBRL).

SIGNATURES

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. Date: May 15, 2024 ATLASSIAN CORPORATION By: /s/ Joseph Binz Joseph Binz Chief Financial Officer