Hewlett Packard Enterprise (HPE) Enters Revolving Credit Agreement

On September 12, 2024, Hewlett Packard Enterprise (NYSE: HPE) entered into a revolving credit facility (the “Revolving Credit Agreement”), together with the lenders named therein, the borrowing subsidiaries from time to time party thereto, JPMorgan Chase Bank, N.A. (“JPMorgan”), as co-administrative agent and administrative processing agent, and Citibank, N.A. (“Citibank”), as co-administrative agent, providing for a senior, unsecured revolving credit facility with aggregate lending commitments of $5,250,000,000, comprised of (i) $4,750,000,000 of commitments available from and after September 12, 2024 and (ii) $500,000,000 of commitments available from and subject to, among other things, (1) the consummation of HPE’s acquisition of Juniper Networks, Inc., a Delaware corporation (“Juniper”), pursuant to that certain Agreement and Plan of Merger (as amended or supplemented from time to time, the “Merger Agreement”), by and among Juniper, HPE and Jasmine Acquisition Sub, Inc., a Delaware corporation and a wholly owned subsidiary of HPE (the “Juniper Acquisition”) and (2) the refinancing of Juniper’s credit agreement in connection with the closing of the Juniper Acquisition (such refinancing, the “Juniper Refinancing”). Loans pursuant to the Revolving Credit Agreement may be used for general corporate purposes.

HPE may, from time to time after the effectiveness of (or, if earlier, the termination of) the above and certain other conditions, request an increase in the commitments under the Revolving Credit Agreement, in an aggregate amount not to exceed $500,000,000. Commitments under the Revolving Credit Agreement will be available for a period of five years, which period may be extended, subject to the satisfaction of certain conditions, by up to two one-year periods.

Revolving loan borrowings under the Revolving Credit Agreement will bear interest at rates per annum, determined, at HPE’s option, by reference to (a) in the case of borrowings in U.S. Dollars, (i) an alternate base rate (“ABR”) or (ii) Term SOFR, (b) in the case of borrowings in Euros, EURIBOR, or (c) in the case of borrowings in Sterling, SONIA. ABR borrowings will bear interest at (a) the highest of (i) the prime rate last quoted by the Wall Street Journal, (ii) the Federal Reserve Bank of New York rate plus one-half of 1% and (iii) one-month Term SOFR plus 1%, plus (b) a margin of between zero and 62.5 basis points, depending on the rating of HPE’s long-term senior unsecured debt. Term SOFR borrowings will bear interest at (a) the Term SOFR rate for the interest period for such borrowing, plus (b) a spread adjustment of 10.0 basis points, plus (c) a margin of between 100.0 and 162.5 basis points, depending on the rating of HPE’s long-term senior unsecured debt. EURIBOR borrowings will bear interest at (a) the EURIBOR rate for the interest period for such borrowing, adjusted by (b) the statutory reserve requirements for eurocurrency liabilities, plus (c) a margin of between 100.0 and 162.5 basis points, depending on the rating of HPE’s long-term senior unsecured debt. SONIA borrowings will bear interest at (a) the Daily Simple SONIA rate, plus (b) a margin of between 100.0 and 162.5 basis points, depending on the rating of HPE’s long-term senior unsecured debt.

Swingline loan borrowings under the Revolving Credit Agreement will bear interest at rates per annum, determined by reference to (a) in the case of borrowings in U.S. Dollars, ABR (bearing interest at the aforementioned rate), (b) in the case of borrowings in Euros, Daily Simple ESTR (bearing interest at (i) the Daily Simple ESTR rate, plus (ii) a margin of between 100.0 and 162.5 basis points, depending on the rating of HPE’s long-term senior unsecured debt), or (c) in the case of borrowings in Sterling, SONIA (bearing interest at the aforementioned rate).

In addition, HPE will pay a commitment fee on unused commitments between 7.5 and 22.5 basis points, depending on the rating of HPE’s long-term senior unsecured debt.

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