Current Report — Form 8-K Filing Table of Contents
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(State
or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
i14455 N. Hayden Road
iScottsdale
iArizona
i85260
(Address
of Principal Executive Offices)
(Zip Code)
(i480) i505-8800
Registrant's telephone number, including area code
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
i☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
iClass
A Common Stock, $0.001 par value per share
iGDDY
iNew York Stock Exchange
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
¨
Item 1.01 Entry into a Material Definitive Agreement
Effective August 10, 2020, Desert Newco, LLC (“Desert Newco”), Go
Daddy Operating Company, LLC and GD Finance Co, Inc. (collectively, the “Borrowers”) entered into a Joinder and Fourth Amendment Agreement (the “Amendment”) to the Second Amended and Restated Credit Agreement dated as of February 15, 2017 (as amended by Amendment No. 1, dated as of November 22, 2017, as further amended by the Joinder and Amendment Agreement, dated as of June 3, 2019, as further amended by Amendment No. 3, dated as of October 3, 2019, and as further amended, restated, supplemented or otherwise modified, refinanced or replaced from time to time, the “Credit Agreement”) by and among the Borrowers, Desert Newco, the lenders or other financial institutions or entities from time to time party thereto and Barclays Bank PLC, as Administrative
Agent, Collateral Agent, Swingline Lender and Letter of Credit Issuer (the “Agent”).
The Borrowers and the Agent entered into the Amendment in connection with the creation of a new tranche of incremental term loans consisting of Tranche B-3 Term Loans (the “New Term Loans”) in a principal amount of $750 million. The proceeds of the New Term Loans will be used to make payments associated with the settlement and release of GoDaddy Inc.'s obligations under certain tax receivable agreements. Pursuant to the Amendment, the Applicable Margin is (i) 2.50% for the New Term Loans that are LIBOR Loans, and (ii) 1.50% for the New Term Loans that are ABR Loans. Capitalized terms not defined herein are as defined in the Credit Agreement.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment and the Credit Agreement,
which are filed as Exhibit 10.1 to this Current Report on Form 8-K and Exhibit 10.1 to GoDaddy Inc.’s Current Report on Form 8-K filed on February 16, 2017, respectively, and are incorporated herein by reference.
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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.
