KLA Corporation Annual report pursuant to Section 13 and 15(d)

根据第13和15（d）条的年度报告

DEBT

DEBT

12个月结束

Jun. 30, 2020

The following table summarizes our debt as of June 30, 2020 and June 30, 2019:


	As of June 30, 2020						截至2019年6月30日
	Amount (In thousands)		有效的 Interest Rate		Amount (In thousands)		有效的 Interest Rate
Fixed-rate 3.375% Senior Notes due on November 1, 2019	-		-	％	250,000		3.377	％
Fixed-rate 4.125% Senior Notes due on November 1, 2021	-		-	％	500,000		4.128	％
Fixed-rate 4.650% Senior Notes due on November 1, 2024	1,250,000		4.682	％	1,250,000		4.682	％
Fixed-rate 5.650% Senior Notes due on November 1, 2034	250,000		5.670	％	250,000		5.670	％
Fixed-rate 4.100% Senior Notes due on March 15, 2029	800,000		4.159	％	800,000		4.159	％
Fixed-rate 5.000% Senior Notes due on March 15, 2049	400,000		5.047	％	400,000		5.047	％
固定利率3.300％高级票据于2050年3月1日到期	750,000		3.302	％	-		-	％

Revolving Credit Facility	50,000		1.310	％	-		-	％
Total	3,500,000				3,450,000
Unamortized discount	(8,167)				(8,738)
Unamortized debt issuance costs	（22,163）				（17,880）
Total	$	3,469,670			$	3,423,382

Reported as:
Current portion of long-term debt	-				249,999
Long-term debt	3,469,670				3,173,383
Total	$	3,469,670			$	3,423,382

As of June 30, 2020, future principal payments for the long-term debt are $50.0 million in fiscal year 2024, $1.25 billion in fiscal year 2025 and $2.20 billion after fiscal year 2025.

Senior Notes:

2020年2月，我们发行了7.5亿美元（“ 2020年高级票据”），总计，无抵押长期票据的总金额，根据该票据，收益被用来赎回2021年的5亿美元高级票据，包括相关的赎回保费，应计入的利息和应计利息，其他费用和支出，以偿还循环的借款2亿美元

Credit Facility, and for other general corporate purposes. The redemption resulted in a pre-tax net loss on extinguishment of debt of $22.5 million for the fiscal year ended June 30, 2020.

In March 2019 and November 2014, we issued $1.20 billion and $2.50 billion, respectively (each, a “2019 Senior Notes”, a “2014 Senior Notes”, and collectively the “Senior Notes”), aggregate principal amount of senior, unsecured long-term notes. In October 2019, we repaid $250.0 million of Senior Notes.

In February 2020, S&P upgraded its credit rating of the Company to “BBB+” and revised its outlook to stable, which permanently removed interest rate adjustments and the interest rate on the 2014 Senior Notes became fixed. The interest rate for each series of the 2020 Senior Notes and 2019 Senior Notes are not subject to adjustments.

In January 2020, we entered into a series of forward contracts (“2020 Rate Lock Agreements”) to lock the 30-year treasury rate (“benchmark rate”) on a portion of the 2020 Senior Notes. The 2020 Rate Lock Agreements had a notional amount of $350.0 million in aggregate and matured in the same quarter. The 2020 Rate Lock Agreements were terminated on the date of the pricing of the $750.0 million of 3.300% Senior Notes due in 2050 and we recorded the fair value of $21.5 million as a loss within Accumulated Other Comprehensive Income (Loss) (“OCI”) as of March 31, 2020, which will be amortized over the life of the debt. During the fiscal year ended June 30, 2018, we entered into a series of forward contracts (the “2018 Rate Lock Agreements”) to lock the benchmark interest rate with notional amount of $500.0 million in aggregate. In October 2014, we entered into a series of forward contracts to lock the 10-year treasury rate (“benchmark rate”) on a portion of the 2014 Senior Notes with a notional amount of $1.00 billion in aggregate. For additional details on the forward contracts, refer to Note 17 “Derivative Instruments and Hedging Activities”.

2020年高级票据，2019年高级票据和2014年高级票据的原始折扣分别为30万美元，670万美元和400万美元，并在债务寿命中被摊销。利息应如下支付：每年的3月1日和9月1日，每年的2020年高级票据；每年的3月15日和9月15日，2019年高级票据；并在2014年高级票据的每年5月1日和每年的11月1日半年度。高级票据（“契约”）的契约包括限制我们授予我们设施留置权并进行销售和租赁交易的能力的契约，但要遵守某些销售和租赁交易不受限制的津贴。

In certain circumstances involving a change of control followed by a downgrade of the rating of a series of Senior Notes by at least two of Moody’s, S&P and Fitch Inc., unless we have exercised our rights to redeem the Senior Notes of such series, we will be required to make an offer to repurchase all or, at the holder’s option, any part, of each holder’s Senior Notes of that series pursuant to the offer described below (the “Change of Control Offer”). In the Change of Control Offer, we will be required to offer payment in cash equal to 101% of the aggregate principal amount of Senior Notes repurchased plus accrued and unpaid interest, if any, on the Senior Notes repurchased, up to, but not including, the date of repurchase.

根据适用日期的高级票据的交易价格，截至2019年6月30日，2020年和6月30日的高级票据的公允价值分别约为40.1亿美元和37亿美元。尽管高级票据以成本记录，但长期债务的公允价值是根据不活跃的市场的引用价格确定的；因此，出于公允价值衡量层次结构的目的，长期债务被归类为2级。

截至2020年6月30日,我们在遵守l of our covenants under the Indenture associated with the Senior Notes.

Revolving Credit Facility:

In November 2017, we entered into a Credit Agreement (the “Credit Agreement”) providing for a $750.0 million five-year unsecured Revolving Credit Facility (the “Revolving Credit Facility”), which replaced our prior Credit Facility. Subject to the terms of the Credit Agreement, the Revolving Credit Facility may be increased in an amount up to $250.0 million in the aggregate. In November 2018, we entered into an Incremental Facility, Extension and Amendment Agreement (the “Amendment”), which amends the Credit Agreement to (a) extend the Maturity Date (the “Maturity Date”) from November 30, 2022 to November 30, 2023, (b) increase the total commitment by $250.0 million and (c) effect certain other amendments to the Credit Agreement as set forth in the Amendment. After giving effect to the Amendment, the total commitments under the Credit Agreement are $1.00 billion. During the fiscal year ended June 30, 2020, we borrowed $450.0 million from the Revolving Credit Facility and made a principal payment of $400.0 million. As of June 30, 2020, we had outstanding $50.0 million aggregate principal amount of borrowings under the Revolving Credit Facility.

我们可以在循环信贷额度下借入，偿还和再偿还资金，直到到期日为止，届时此类循环信贷额度将终止，并且必须偿还此类设施下的所有未偿贷款，以及所有应计和未付的利息。我们可以随时在没有预付款罚款的情况下，在循环信贷额度下预付未付的借款。

Borrowings under the Revolving Credit Facility will bear interest, at our option, at either: (i) the Alternative Base Rate (“ABR”) plus a spread, which ranges from 0 bps to 75 bps, or (ii) the London Interbank Offered Rate (“LIBOR”) plus a spread, which ranges from 100 bps to 175 bps. The spreads under ABR and LIBOR are subject to adjustment in conjunction with credit rating downgrades or upgrades. We are also obligated to pay an annual commitment fee on the daily undrawn balance of the Revolving Credit Facility, which ranges from 10 bps to 25 bps, subject to an adjustment in conjunction with changes to our credit rating. As of June 30, 2020, we elected to pay interest on the borrowed amount under the Revolving Credit Facility at LIBOR plus a spread of 112.5 bps, and we pay an annual commitment fee of 12.5 bps on the daily undrawn balance of the Revolving Credit Facility.

The Revolving Credit Facility requires us to maintain an interest expense coverage ratio as described in the Credit Agreement, on a quarterly basis, covering the trailing four consecutive fiscal quarters of no less than 3.50 to 1.00. In addition, we are required to maintain the maximum leverage ratio as described in the Credit Agreement on a quarterly basis of 3.00 to 1.00, covering the trailing four consecutive fiscal quarters for each fiscal quarter, which can be increased to 4.00 to 1.00 for a period of time in connection with a material acquisition or a series of material acquisitions. As of June 30, 2020, our maximum allowed leverage ratio to 3.50 to 1.00.

截至2020年6月30日，我们符合根据信贷协议的所有盟约。