Roku, Inc. Enters Material Definitive Agreement

TL;DR

ROKU just signed a big deal, creating a new financial obligation. Details inside.

AI Summary

On September 16, 2024, Roku, Inc. entered into a material definitive agreement, which also created a direct financial obligation for the company. The specifics of this agreement and the resulting obligation are detailed within the filing.

Why It Matters

This filing indicates Roku has entered into a significant new agreement that will likely have financial implications and could impact its business operations.

Risk Assessment

Risk Level: medium — Entering into new material definitive agreements and financial obligations can introduce new risks and uncertainties for a company.

Key Players & Entities

• Roku, Inc. (company) — Registrant
• September 16, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — which registered Class A Common Stock, $0.0001 par value ROKU The Nasdaq Global Se
• $300 m — an aggregate principal amount of up to $300 million, and includes an uncommitted incr
• $300 million — increase option of up to an additional $300 million exercisable upon the satisfaction of ce
• $100 million — ns. The Credit Agreement provides for a $100 million sub-facility for the issuance of letter

Filing Documents

• ef20035899_8k.htm (8-K) — 35KB
• ef20035899_ex10-1.htm (EX-10.1) — 926KB
• image00001.jpg (GRAPHIC) — 4KB
• 0001140361-24-041308.txt ( ) — 1295KB
• roku-20240916.xsd (EX-101.SCH) — 4KB
• roku-20240916_lab.xml (EX-101.LAB) — 21KB
• roku-20240916_pre.xml (EX-101.PRE) — 16KB
• ef20035899_8k_htm.xml (XML) — 4KB

01

Item 1.01 Entry into a Material Definitive Agreement. Credit Agreement On September 16, 2024, Roku, Inc. (" Roku ") entered into a credit agreement (the " Credit Agreement "), by and among Roku, as borrower, Purple Tag Enterprises, LLC, Purple Tag Originals, LLC, This Old House Productions, LLC and This Old House Ventures, LLC, as guarantors, the lenders and issuing banks party thereto, and Citibank N.A., as administrative agent. The Credit Agreement provides for a five-year revolving credit facility in an aggregate principal amount of up to $300 million, and includes an uncommitted increase option of up to an additional $300 million exercisable upon the satisfaction of certain customary conditions. The Credit Agreement provides for a $100 million sub-facility for the issuance of letters of credit and certain existing letters of credit will be deemed outstanding under this facility. The Credit Agreement will mature on September 16, 2029 (the " Termination Date "). Extensions of credit under the Credit Agreement may be used for general corporate purposes, including to finance working capital requirements. The Credit Agreement contains financial covenants requiring the maintenance of a minimum interest coverage ratio and a maximum total net leverage ratio, as well as customary events of default, the occurrence of which could result in amounts borrowed under the Credit Agreement becoming due and payable and remaining commitments terminated prior to the Termination Date. The Credit Agreement also contains a number of customary affirmative and negative covenants that, among other things, impose restrictions, subject to certain exceptions, on indebtedness, liens, fundamental changes, investments, asset dispositions, restricted payments, dividends and distributions, prepayment of other indebtedness, transactions with affiliates, restrictive agreements, amendments of material documents, and the abandonment of intellectual property. The obligations under the Credit Ag

03

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. (a) Creation of a Direct Financial Obligation. The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Credit Agreement, dated as of September 16, 2024, among Roku, Inc. , as borrower, Citibank N.A., as administrative agent, and the other credit parties and lenders party thereto 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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. Roku, Inc. Date: September 17, 2024 By: /s/ Dan Jedda Dan Jedda Chief Financial Officer