AppLovin Corporation (the “Company”) is party to that certain Credit Agreement, dated as of August 15, 2018, by and among the Company, as borrower, Bank of America, N.A., as administrative agent and collateral agent, and the other parties thereto, as amended by Amendment No. 1 to the Credit Agreement, dated as of April 23, 2019, Amendment No. 2 to the Credit Agreement, dated as of April 27, 2020, Amendment No. 3 to the Credit Agreement, dated as of May 6, 2020, Amendment No. 4 to the Credit Agreement, dated as of October 27, 2020, Amendment No. 5 to the Credit Agreement, dated as of February 12, 2021, Amendment No. 6 to the Credit Agreement, dated as of October 25, 2021, Amendment No. 7 to the Credit Agreement, dated January 3, 2023, and Amendment No. 8 to the Credit Agreement, dated as of June 12, 2023 (the “Credit Agreement”). The Company is in the process of negotiating an amendment to the Credit Agreement to amend the Initial Term Loans (as defined in the Credit Agreement) outstanding thereunder (the “Amendment”) and, in connection with the Amendment, expects to use approximately $249 million of its available cash to voluntarily prepay Initial Term Loans (the “Prepayment”).
The following table summarizes the applicable terms under the Credit Agreement as currently in effect and, assuming successful completion of negotiations between the Company and the relevant parties to the Credit Agreement, after giving effect to the Amendment and Prepayment:
| | | | |
| | | Current Terms | | Following Amendment and Prepayment |
Outstanding Principal Amount of Initial Term Loans | | $1.749 billion | | $1.500 billion |
Initial Term Loan Maturity Date | | August 15, 2025 (or if not a business day, the immediately preceding business day) | | August 15, 2030 (or if not a business day, the immediately preceding business day) |
In addition, the Company is negotiating to reduce the interest rate applicable to the Initial Term Loans.
The Amendment and Prepayment remain subject to ongoing negotiations, and the Company may not enter into the Amendment or execute the Prepayment on the forgoing terms or at all.
Forward Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements in this Current Report on Form 8-K include statements regarding the Amendment and the Prepayment and the Company’s negotiations with respect thereto. These forward-looking statements are subject to risks and uncertainties, including risks and uncertainties associated with negotiating with third parties, as well as the risks described in the Company’s Quarterly Report on Form 10-Q for the quarter ending June 30, 2023 filed with the Securities and Exchange Commission. The forward-looking statements in this Current Report on Form 8-K are based on information available to the Company as of the date hereof, and the Company disclaims any obligation to update any forward-looking statements, except as required by law.
