secwatch / observer
8-K filed November 8, 2023, 6:59 PM ET CIK 0001448056
M&A confidence high sentiment positive materiality 1.00

NEW RELIC, INC.: M&A transaction — Francisco Partners and TPG complete $6.5B acquisition of New Relic at $87.00/share

NEW RELIC, INC.

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Lewis Cirne

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
Departed

David Henshall

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
Departed

Bill Staples

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
Departed

Susan D. Arthur

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
Departed

RK Mahendran

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
Appointed

Drew Delmonico

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
David Barter, Drew Delmonico, Thomas Lloyd, and Lauren Walz were appointed as directors of the Company.
Departed

Takeshi Numoto

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
Appointed

Lauren Walz

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
David Barter, Drew Delmonico, Thomas Lloyd, and Lauren Walz were appointed as directors of the Company.
Departed

Phalachandra (Pali) Bhat

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
Appointed

David Barter

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
David Barter, Drew Delmonico, Thomas Lloyd, and Lauren Walz were appointed as directors of the Company.
Departed

Kevin Galligan

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
Departed

Hope Cochran

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
Departed

Anne DelSanto

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
Appointed

Thomas Lloyd

Director
NEW RELIC, INC.
Effective
2023-11-08
Filed
November 8, 2023, 6:59 PM ET
David Barter, Drew Delmonico, Thomas Lloyd, and Lauren Walz were appointed as directors of the Company.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

NEW RELIC, INC. incurred revolving credit of $250,000,000 with Blue Owl Capital Corporation.

Instrument
revolving credit
Principal
$250,000,000
Counterparty
Blue Owl Capital Corporation
Event
incurrence
Exact text from the filing
revolving credit loans made available to Parent at any time and from time to time, in an aggregate principal amount at any time outstanding not to exceed $250,000,000 (including letters of credit extensions)
View on SEC.gov
Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

NEW RELIC, INC. incurred credit facility of $2,400,000,000 with Blue Owl Capital Corporation.

Instrument
credit facility
Principal
$2,400,000,000
Counterparty
Blue Owl Capital Corporation
Event
incurrence
Exact text from the filing
The Credit Agreement provides for extensions of credit in the form of (i) an initial term loan to Parent in an aggregate principal amount of $2,400,000,000
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Lewis Cirne departed as Director at NEW RELIC, INC..

Action
ceased serving
Role
Director
Exact text from the filing
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David Henshall departed as Director at NEW RELIC, INC..

Action
ceased serving
Role
Director
Exact text from the filing
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Bill Staples departed as Director at NEW RELIC, INC..

Action
ceased serving
Role
Director
Exact text from the filing
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Susan D. Arthur departed as Director at NEW RELIC, INC..

Action
ceased serving
Role
Director
Exact text from the filing
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

RK Mahendran departed as Director at NEW RELIC, INC..

Action
ceased serving
Role
Director
Exact text from the filing
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Drew Delmonico was appointed as Director at NEW RELIC, INC..

Action
appointed
Role
Director
Exact text from the filing
David Barter, Drew Delmonico, Thomas Lloyd, and Lauren Walz were appointed as directors of the Company.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Takeshi Numoto departed as Director at NEW RELIC, INC..

Action
ceased serving
Role
Director
Exact text from the filing
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Lauren Walz was appointed as Director at NEW RELIC, INC..

Action
appointed
Role
Director
Exact text from the filing
David Barter, Drew Delmonico, Thomas Lloyd, and Lauren Walz were appointed as directors of the Company.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Phalachandra (Pali) Bhat departed as Director at NEW RELIC, INC..

Action
ceased serving
Role
Director
Exact text from the filing
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David Barter was appointed as Director at NEW RELIC, INC..

Action
appointed
Role
Director
Exact text from the filing
David Barter, Drew Delmonico, Thomas Lloyd, and Lauren Walz were appointed as directors of the Company.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Kevin Galligan departed as Director at NEW RELIC, INC..

Action
ceased serving
Role
Director
Exact text from the filing
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Hope Cochran departed as Director at NEW RELIC, INC..

Action
ceased serving
Role
Director
Exact text from the filing
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Anne DelSanto departed as Director at NEW RELIC, INC..

Action
ceased serving
Role
Director
Exact text from the filing
each of the following then-existing members of the board of directors of the Company—Lewis Cirne, Bill Staples, Hope Cochran, Susan D. Arthur, Phalachandra (Pali) Bhat, Anne DelSanto, Kevin Galligan, David Henshall, RK Mahendran, and Takeshi Numoto—ceased serving in such capacity.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Thomas Lloyd was appointed as Director at NEW RELIC, INC..

Action
appointed
Role
Director
Exact text from the filing
David Barter, Drew Delmonico, Thomas Lloyd, and Lauren Walz were appointed as directors of the Company.
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

NEW RELIC, INC.: Amended and restated certificate of incorporation to match Merger Sub's charter.

Change
charter amendment
Exact text from the filing
Pursuant to the Merger Agreement, at the Effective Time, the Amended and Restated Certificate of Incorporation of the Company was amended and restated in its entirety to be in the form of the certificate of incorporation of Merger Sub as in effect immediately prior to the Effective Time (the “Certificate of Incorporation”).
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

NEW RELIC, INC.: Amended and restated bylaws to match Merger Sub's bylaws.

Change
bylaw amendment
Exact text from the filing
In addition, at the Effective Time, the Amended and Restated Bylaws of the Company, as in effect immediately prior to the Effective Time, were amended and restated in their entirety to be in the form of the bylaws of Merger Sub as in effect immediately prior to the Effective Time (the “Bylaws”).
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

NEW RELIC, INC. underwent a change of control involving Crewline Buyer, Inc. (affiliates of TPG Global, LLC) (closed 2023-11-08).

Action
change of control
Counterparty
Crewline Buyer, Inc. (affiliates of TPG Global, LLC)
Closing
2023-11-08
Exact text from the filing
On November 8, 2023 (the “Closing Date”), pursuant to the Merger Agreement, Merger Sub merged with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Parent.
View on SEC.gov
Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

NEW RELIC, INC. entered into Credit Agreement with Blue Owl Capital Corporation valued at $2,400,000,000 term loan, $250,000,000 revolving credit, $50,000,000 letters of credit (effective 2023-11-08).

Action
entry
Agreement
credit facility
Counterparty
Blue Owl Capital Corporation
Value
$2,400,000,000 term loan, $250,000,000 revolving credit, $50,000,000 letters of credit
Effective
2023-11-08
Exact text from the filing
Concurrently with the closing of the Merger, Crewline Intermediate, Inc., a Delaware corporation (“Holdings”), and Parent entered into that certain Credit Agreement, dated as of the Closing Date, among Holdings, Parent, as borrower, the lenders party thereto (the “Lenders”) and Blue Owl Capital Corporation, as the administrative agent and collateral agent for the Lenders (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”).
View on SEC.gov

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Source: SEC EDGAR
accession 0001193125-23-273042
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