−Removed: Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: Share repurchase activity during the three months ended February 26, 2021 was as follows:
−Removed: Total Number of
−Removed: Ordinary Shares
−Removed: Purchased (1)
−Removed: Average Price
−Removed: Ordinary Share
−Removed: Total Number of
−Removed: Ordinary Shares Purchased as
−Removed: Part of Publicly
−Removed: Plans or Programs
−Removed: Maximum Number of Ordinary Shares that
−Removed: Under the Plans or Programs
−Removed: November 28, 2020 – December 27, 2020
−Removed: December 28, 2020 – January 27, 2021
−Removed: January 28, 2021 – February 26, 2021
−Removed: (1) On January 7, 2021, the Company agreed to repurchase an aggregate of 1,100,000 of its ordinary shares, $0.03 par value per share, from Silver Lake Partners III Cayman (AIV III), L.P., Silver Lake Technology Investors III Cayman, L.P., Silver Lake Sumeru Fund Cayman, L.P.
−Removed: and Silver Lake Technology Investors Sumeru Cayman, L.P.
−Removed: (collectively, “Silver Lake”) at a purchase price of $40.30 per share (the “Purchase Price”), for aggregate consideration of approximately $44.3 million, in a privately negotiated transaction (the “Repurchases”).
−Removed: The Purchase Price represented a discount to the $41.38 closing price of the Company’s ordinary shares on the Nasdaq Global Select Market on January 7, 2021 of 2.61%.
−Removed: The Company used available cash to finance these Repurchases.
−Removed: The Repurchases were approved by a committee of the Board of Directors of the Company composed solely of independent directors that are not affiliated with Silver Lake.
−Removed: The Repurchases closed on January 15, 2021.
+Added: Unregistered Sales of Equi ty Securities and Use of Proceeds
+Added: Amended Credit Agreement
+Added: We are subject to certain restrictions with respect to the use of our working capital and our ability to pay dividends under our Amended Credit Agreement, as described in Note 7, Long-Term Debt — Amended Credit Agreement, in our Notes to Unaudited Condensed Consolidated Financial Statements included in Part I, Item 1, of this Quarterly Report on Form 10-Q, which information is incorporated herein by reference.
Defaults Upon Senior Securities
2 unchanged sentences
Exhibit Title
−Removed: Second Amendment to Lease, dated as of December 3, 2020, between SMART Modular Technologies, Inc.
−Removed: and Thomson Logistics Assets, LLC.
−Removed: Loan, Guaranty and Security Agreement dated as of December 23, 2020, among SMART Modular Technologies, Inc., SMART Embedded Computing, Inc., and Penguin Computing, Inc., as borrowers, the financial institutions party thereto as Lenders, and Bank of America, N.A.
−Removed: as the agent for the lenders (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on December 29, 2020).
−Removed: SMART Global Holdings, Inc.
−Removed: 2021 Inducement Plan (effective as of February 15, 2021) (incorporated by reference to Exhibit 99.1 of SMART’s Form 8-K, as filed with the Securities and Exchange Commission on January 22, 2021, Commission File No.
−Removed: Form of Restricted Share Unit Award Agreement Under the SMART Global Holdings, Inc.
−Removed: 2021 Inducement Plan.
+Added: Amendment to Asset Purchase Agreement dated March 1, 2021, between Cree, Inc., SMART Global Holdings, Inc.
+Added: and CreeLED, Inc.
+Added: Offer Letter by and between SMART Global Holdings, Inc.
+Added: and Ken Rizvi, dated January 31, 2021.
+Added: Amendment to the SMART Global Holdings, Inc.
+Added: Amended and Restated 2017 Share Incentive Plan.
+Added: Promissory Note, dated March 1, 2021, made by SMART Global Holdings, Inc.
+Added: in favor of CreeLED, Inc.
+Added: Form of Earnout Note.
Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
13 unchanged sentences
Furnished herewith.
−Removed: *** Incorporated by reference.
+Added: ✝ Constitutes a management contract or compensatory plan or arrangement.
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 thereunto duly authorized.
SMART GLOBAL HOLDINGS, INC.
−Removed: April 6, 2021
/s/ MARK ADAMS
1 unchanged sentence
(Principal Executive Officer and Director)
−Removed: April 6, 2021
/s/ KEN RIZVI
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.