{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-231165","form_type":"8-K","ticker":"STX","cik":"0001137789","company_name":"Seagate Technology Holdings plc","filed_at":"2023-09-08T23:59:59+00:00","discovered_at":"2026-05-14T18:03:33.224406+00:00","generated_at":"2026-06-10T22:00:28.897919+00:00","sec_items":["1.01","8.01","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"Seagate issues $1.3B of 3.50% exchangeable senior notes due 2028; refinances debt","bullets":["Seagate HDD Cayman priced $1.3B aggregate of 3.50% exchangeable senior notes due 2028; up to $200M additional over-allotment.","Notes exchangeable at 12.1253 shares per $1,000 principal (initial exchange price ~$82.47, 30% premium to Sept 7 close of $63.44).","Capped call transactions entered with cap price $107.8480/share to reduce potential dilution upon exchange.","Net proceeds of ~$1.1B ($1.3B with over-allotment) will repay existing term loans and senior notes; balance for general corporate.","Sale expected to close September 13, 2023; notes guaranteed by Seagate and Seagate Technology Unlimited Company."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-231165","json":"https://secwatch.observer/filing/0001193125-23-231165.json","markdown":"https://secwatch.observer/filing/0001193125-23-231165.md","text":"https://secwatch.observer/filing/0001193125-23-231165.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1137789/000119312523231165/0001193125-23-231165-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1137789/000119312523231165/d486512d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-10T22:00:28.897919+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"7051a53c8aa721b9d2a4a7a6cb181c97dad0a53e","claim":"Seagate Technology Holdings plc entered into Purchase Agreement with Morgan Stanley & Co. LLC, as representative of the initial purchasers valued at $1.3 billion aggregate principal amount of 3.50% Exchangeable Senior Notes due 2028 (effective 2023-09-07).","evidence_excerpt":"On September 7, 2023, Seagate Technology Holdings plc (the “Company”) and Seagate HDD Cayman (“HDD”), an indirect wholly owned subsidiary of the Company, entered into a purchase agreement (the “Purchase Agreement”), by and among the Company, HDD, Seagate Technology Unlimited Company (“STUC” and, together with the Company, the “Guarantors”) and Morgan Stanley & Co. LLC, as representative of the initial purchasers named therein (the “Initial Purchasers”), pursuant to which HDD has agreed to issue and sell, and the Initial Purchasers have agreed to purchase, $1.3 billion aggregate principal amount of 3.50% Exchangeable Senior Notes due 2028 (the “Notes”)","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1137789/000119312523231165/0001193125-23-231165-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Morgan Stanley & Co. LLC, as representative of the initial purchasers"},{"label":"Value","value":"$1.3 billion aggregate principal amount of 3.50% Exchangeable Senior Notes due 2028"},{"label":"Effective","value":"2023-09-07"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}