Item 1.02. Termination of a Material Definitive Agreement
On December 18, 2019 (the "Effective Date"), Palo Alto Networks, Inc. (the
"Company") executed lease termination agreements (the "Lease Termination
Agreements") with SI 34 LLC ("Landlord") (a) to terminate the Lease Agreement,
dated September 17, 2012, (the "4301 Lease"), as amended by the First Amendment
to Lease, dated December 11, 2012, by and between the Company and Landlord, for
the lease of approximately 150,128 square feet of office space at 4301 Great
America Parkway, Santa Clara, California, part of the Company's former
headquarters, effective as of the Effective Date and (b) to terminate the Lease
Agreement, dated September 17, 2012 (the "4401 Lease" and together with the 4301
Lease, the "Leases"), as amended by the First Amendment to Lease, dated
December 11, 2012, by and between the Company and Landlord, for the lease of
approximately 151,035 square feet of office space at 4401 Great America Parkway,
Santa Clara, California (together with the office space at 4301 Great America
Parkway, Santa Clara, California, the "Premises"), part of the Company's former
headquarters, effective as of the Effective Date.
The Leases were set to expire on July 31, 2023. Under each of the Lease
Termination Agreements, the Company is required to pay to Landlord (a) a
termination fee of $12,500,000 payable in fourteen equal quarterly installments
(with the first installment to be paid on or before April 30, 2020) and (b) a
restoration fee of $150,000 payable within five business days of the Effective
Date. Landlord will return the Company's security deposits under the Leases
within five business days after the Company has paid the restoration fees and
surrendered the Premises. Upon the Effective Date, the Company will be released
from all of its obligations under each Lease, except for certain indemnification
obligations as set forth in the Lease Termination Agreements.
The foregoing description of the Lease Termination Agreements do not purport to
be complete and are qualified by reference to the Lease Termination Agreements,
complete copies of which are attached as Exhibit 10.1 and 10.2 to this Current
Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d):Exhibits
Exhibit
No. Description of Exhibit
10.1 Lease Termination Agreement, dated December 17, 2019, by and
between the Registrant and SI 34 LLC.
10.2 Lease Termination Agreement, dated December 17, 2019, by and
between the Registrant and SI 34 LLC.
104 Cover Page Interactive Data File (formatted as inline XBRL)
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