UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry Into Material Definitive Agreement |
On July 1, 2022, Palantir Technologies Inc. (the “Company”) and its subsidiary Palantir USG, Inc. (the “Guarantor”) entered into Amendment No. 13 to Revolving Credit Agreement and Incremental Agreement, dated as of July 1, 2022 (the “Thirteenth Amendment”), among the Company, the Guarantor, the lenders party thereto, and Wells Fargo Bank, National Association (in its capacity as successor-in-interest to Morgan Stanley Senior Funding, Inc.), as administrative agent (the “Administrative Agent”), pursuant to which the Credit Agreement, dated as of October 7, 2014 (as amended, modified, or supplemented, the “Existing Credit Agreement”), among the Company, the Guarantor, the lenders party thereto, and the Administrative Agent, was amended and restated in its entirety (as so amended and restated, the “Credit Agreement”).
The Thirteenth Amendment provides for, among other things, a new incremental delayed draw term loan facility in an aggregate principal amount of up to $450.0 million upon the terms and conditions set forth in the Credit Agreement with new and existing lenders. The delayed draw term loan facility is available through July 1, 2023, in up to four separate installments with a minimum principal amount of $50.0 million for each installment and will mature on March 31, 2027 with no scheduled amortization payments until maturity. As of the date hereof, no amounts are outstanding under the Credit Agreement. The Credit Agreement is secured with substantially all of the Company’s assets.
The foregoing description of the Thirteenth Amendment is qualified in its entirety by reference to the full text of the Thirteenth Amendment, a copy of which is filed as Exhibit 10.1 hereto and incorporated by reference.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The information set forth in Item 1.01 above is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit |
Description | |
| 10.1 | Amendment No. 13 to Revolving Credit Agreement and Incremental Agreement, dated as of June 1, 2022, among the registrant, Palantir USG, Inc., the lenders party thereto, and Wells Fargo Bank, National Association (in its capacity as successor-in-interest to Morgan Stanley Senior Funding, Inc.), as Administrative Agent (including the Credit Agreement, dated as of October 7, 2014, as amended and restated). | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
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.
| PALANTIR TECHNOLOGIES INC. | ||
| By: | /s/ Alexander C. Karp | |
| Alexander C. Karp Chief Executive Officer | ||
Date: July 1, 2022