Seagate Technology Holdings PLC filed SEC Form 8-K: Events That Accelerate or Increase a Direct Financial Obligation, Termination of a Material Definitive Agreement
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Item 1.02. Termination of a Material Definitive Agreement.
On June 11, 2025 (the “Redemption Date”), the Seagate HDD Cayman (“Seagate HDD”), a direct subsidiary of Seagate Technology Holdings public limited company (the “Company”), redeemed all of its remaining outstanding 4.875% Senior Notes due 2027 (the “2027 Notes”), which were issued under that certain Indenture, dated as of May 14, 2015, by and among Seagate HDD, each of the guarantors party thereto and Computershare Trust Company, National Association (as successor to Wells Fargo Bank, National Association), as trustee (as amended and supplemented, including by that certain Supplemental Indenture, dated as of May 18, 2021, the “Indenture”), at a redemption price of 100.819% of the outstanding aggregate principal amount of the Notes, plus accrued and unpaid interest thereon to, but excluding, the Redemption Date. Following the redemption of the 2027 Notes, Seagate HDD satisfied and discharged all obligations under the Indenture.
Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.
The information set forth in Item 1.02 of this Current Report on Form 8-K is incorporated by reference into this Item 2.04.
Item 8.01 Other Events.
On June 11, 2025, the Company issued a press release announcing the early results and amendment of the previously announced offers to exchange any and all outstanding notes of the following eight series issued by Seagate HDD for new notes to be issued by Seagate Data Storage Technology Pte. Ltd. and related consent solicitations (collectively, the “Exchange Offers”):
| • | 4.091% Senior Notes due 2029 |
| • | 3.125% Senior Notes due 2029 |
| • | 8.250% Senior Notes due 2029 |
| • | 4.125% Senior Notes due 2031 |
| • | 3.375% Senior Notes due 2031 |
| • | 8.500% Senior Notes due 2031 |
| • | 9.625% Senior Notes due 2032 |
| • | 5.750% Senior Notes due 2034 |
A copy of the press release announcing the early participation results of the Exchange Offers is attached hereto as Exhibit 99.1, and the information contained therein is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. |
Description | |
| 99.1 | Press Release, dated June 11, 2025, of Seagate Technology Holdings public limited company entitled “Seagate Announces Early Participation Results and Amendment of Exchange Offers and Consent Solicitations for Senior Notes” | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 16, 2025 | SEAGATE TECHNOLOGY HOLDINGS PUBLIC LIMITED COMPANY | |||||
| By: | /s/ Gianluca Romano | |||||
| Name: | Gianluca Romano | |||||
| Title: | Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) | |||||