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Financial Detail

The company may from time to time, without notice or the consent of the holders of the notes, create and issue further notes of the same series described below, ranking equally with the notes in all respects (or in all respects other than payment of interest accruing prior to the issue date of such further notes except for the first interest payment of interest following the issue date of such further notes), provided that such additional notes are fungible with the notes described for U.S federal income tax purposes. Such further notes will be consolidated and form a single series with the notes and have the same terms as to status, redemption or otherwise as the notes.
Senior Unsecured Revolving Credit Facility

Credit Agreement

The Company’s subsidiary, Seagate HDD Cayman, entered into a credit agreement (the “Credit Agreement”) on February 20, 2019, which was most recently amended on January 13, 2021. The Credit Agreement provides a $1.725 billion senior unsecured revolving credit facility (“Revolving Credit Facility”) and a term loan facility in an aggregate principal amount of $500 million (“Term Loan”). The Revolving Credit Facility has a final maturity of February 20, 2024 and the Term Loan has a final maturity date of September 16, 2025. The loans made under the Revolving Credit Facility and Term Loan will bear interest at a rate of the London Interbank Offered Rate plus a variable margin for each facility that will be determined based on the corporate credit rating of the Company. The Company and certain of its material subsidiaries guarantee both the Revolving Credit Facility and Term Loan. The Revolving Credit Facility also allows such facility to increase by an additional $275 million, provided that (i) there has been, and will be after giving effect to such increase, no default, (ii) the increase is at least $25 million and (iii) the existing commitments under the facility receive 0.50% most favored nation protection. An aggregate amount of up to $75 million of the Revolving Credit Facility is available for the issuance of letters of credit, and an aggregate amount of up to $50 million of such facility is also available for swing line loans.

On September 17, 2019, Seagate HDD Cayman borrowed the $500 million principal amount under the Term Loan and the proceeds were used to repurchase a portion of its outstanding senior notes. The Term Loan is repayable in quarterly installments of 1.25% of the original principal amount beginning on December 31, 2020, with the remaining balance payable upon maturity.

The Credit Agreement includes three financial covenants: (1) interest coverage ratio, (2) total leverage ratio and (3) a minimum liquidity amount. The Company was in compliance with the covenants as of April 2, 2021 and expects to be in compliance for the next 12 months.

As of April 2, 2021, no borrowings were drawn and no letters of credit or swing line loans have been utilized under the Revolving Credit Facility.


Senior Notes1

As of April 2, 2021

Tranche Term Volume Principal Outstanding2 Cusip Issuer Guarantor Coupon Payment Dates Call Trustee
4.25% 2022opens in a new window March 1, 2022 $750 million $220 million 81180WAV3 Seagate HDD Cayman Seagate Technology plc Semiannually, every first of March and September No additional call options Wells Fargo Bank
4.75% 2023opens in a new window June 1, 2023 $1,000 million $540 million 81180WAH4 Seagate HDD Cayman Seagate Technology plc Semiannually, every first of June and December No additional call options US Bank
4.875% 2024opens in a new window March 1, 2024 $500 million $500 million 81180WAT8 Seagate HDD Cayman Seagate Technology plc Semiannually, every first of March and September No additional call options Wells Fargo Bank
4.75% 2025opens in a new window January 1, 2025 $1,000 million $479 million 81180WAL5 Seagate HDD Cayman Seagate Technology plc Semiannually, every first of January and July No additional call options US Bank
4.875% 2027opens in a new window June 1, 2027 $700 million $505 million 81180WAR2 Seagate HDD Cayman Seagate Technology plc Semiannually, every first of January and July No additional call options Wells Fargo Bank
4.091% 2029opens in a new window June 1, 2029 $500 million $500 million 81180WAZ4 Seagate HDD Cayman Seagate Technology plc Semiannually, every first of June and December No additional call options Wells Fargo Bank
3.125% 2029opens in a new window July 15, 2029 $500 million $500 million 81180WBA8 Seagate HDD Cayman Seagate Technology plc Semiannually, every fifteenth of January and July Additional call options Wells Fargo Bank
4.125% 2031opens in a new window January 15, 2031 $500 million $500 million 81180WAY7 Seagate HDD Cayman Seagate Technology plc Semiannually, every fifteenth of January and July No additional call options Wells Fargo Bank
3.375% 2031opens in a new window July 15, 2031 $500 million $500 million 81180WBB6 Seagate HDD Cayman Seagate Technology plc Semiannually, every fifteenth of January and July Additional call options Wells Fargo Bank
5.75% 2034opens in a new window December 1, 2034 $500 million $490 million 81180WAN1 Seagate HDD Cayman Seagate Technology plc Semiannually, every first of June and December No additional call options US Bank
  • All 2023 and 2025 bonds are callable at a "make-whole" redemption price at anytime, which would be equal to the greater of (1) 100% of the principal amount of the notes to be redeemed, or (2) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes being redeemed, discounted to the redemption date on a semi-annual basis at a rate equal to the sum of the applicable comparable Treasury rate plus 50 basis points. Accrued and unpaid interest, if any, will be paid to, but excluding, the redemption date.

    All July 2029 bonds are callable at a “make-whole” redemption price at any time on or before January 15, 2024, which would be equal to (1) 100% of the principal amount of the Notes redeemed, plus (2) the greater of (a) 1.0% of the principal amount of such Notes and (b) the excess, if any, of (i) the present value at such redemption date of (x) the applicable redemption price of such Notes that would apply if such Notes were redeemed on January 15, 2024, plus (y) all remaining scheduled payments of interest due on such Notes to and including January 15, 2024, computed using a discount rate equal to the Treasury Rate as of such redemption date plus 50 basis points; over (ii) the sum of accrued and unpaid interest, if any, to but excluding the redemption date, plus the principal amount of such Notes, plus (3) accrued and unpaid interest, if any, to but excluding the redemption date. At any time on or after January 15, 2024, the July 2029 bonds are callable at the prices specified in the Indenture, plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. In addition, prior to January 15, 2024, up to 40% of the July 2029 bonds are redeemable with the net cash proceeds from one or more equity offerings at a redemption price of 103.125%, plus accrued and unpaid interest to, but excluding, the redemption date.

    All July 2031 bonds are callable at a “make-whole” redemption price at any time before January 15, 2026, which would be equal to (1) 100% of the principal amount of the Notes redeemed, plus (2) the greater of (a) 1.0% of the principal amount of such Notes and (b) the excess, if any, of (i) the present value at such redemption date of (x) the applicable redemption price of such Notes that would apply if such Notes were redeemed on January 15, 2026, plus (y) all remaining scheduled payments of interest due on such Notes to and including January 15, 2026, computed using a discount rate equal to the Treasury Rate (as defined in the Indenture) as of such redemption date plus 50 basis points; over (ii) the sum of accrued and unpaid interest, if any, to but excluding the redemption date, plus the principal amount of such Notes, plus (3) accrued and unpaid interest, if any, to but excluding the redemption date. At any time on or after January 15, 2026, the July 2031 bonds are callable at the prices specified in the Indenture, plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. In addition, prior to January 15, 2024, up to 40% of the July 2031 bonds are redeemable with the net cash proceeds from one or more equity offerings at a redemption price of 103.375%, plus accrued and unpaid interest to, but excluding, the redemption date.

    All other bonds are callable at a “make-whole” redemption price dependent upon the date of redemption. At any time on or after the relevant par call date (as set forth in the relevant indenture), the redemption price would equal 100% of the principal amount of the Notes being redeemed, plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. At any time before the relevant par call date, the redemption price would equal (1) 100% of the principal amount of the Notes being redeemed, plus (2) the excess, if any, of (x) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes being redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year of twelve 30-day months) at a rate equal to the sum of the Treasury Rate plus 50 basis points (45 basis points in the case of the 2024 Notes and 40 basis points in the case of the 2027 Notes), minus accrued and unpaid interest, if any, on the Notes being redeemed to, but excluding, the redemption date over (y) the principal amount of the Notes being redeemed, plus (3) accrued and unpaid interest, if any, on the Notes being redeemed to, but excluding, the redemption date.

  • Minor calculation variances are due to rounding.