PANW · 10-K · 2026A · Full report
Outstanding Indebtedness
Palo Alto Networks Inc · 2026-09-10 · Importance 68 · Surprise 58 · In source text
The CyberArk acquisition added $1.25 billion of 2030 Notes, which became exchangeable into Palo Alto Networks common stock and cash after the February 2026 acquisition. Holders converted $153 million of principal during fiscal 2026 for $160 million in cash, leaving approximately $1.1 billion outstanding at July 31, 2026. The 2030 Notes mature on June 15, 2030, and Palo Alto Networks may need to settle the $1.1 billion principal amount in cash if holders convert under specified conditions. The company also had a $400 million unsecured revolving credit facility, expandable by up to $350 million, with no borrowings or defaults as of July 31, 2026.
Key facts
- If the sale price condition is met during the quarter ending September 30, 2026 and all holders convert during the quarter ending December 31, 2026, Palo Alto Networks would be obligated to settle the $1.1 billion principal amount of the 2030 Notes and a portion of conversion obligation in excess of principal in cash. source
- In connection with the acquisition of CyberArk, Palo Alto Networks completed a Supplemental Indenture in February 2026 making CyberArk’s $1.25 billion aggregate principal amount of the 2030 Notes exchangeable into shares of our common stock and cash. source
- After those conversions, the remaining outstanding principal balance of the 2030 Notes was $1.1 billion. source
- Palo Alto Networks has a $400 million unsecured revolving credit facility with an option to increase by up to $350 million, entered into in April 2023, and as of July 31, 2026 there were no amounts outstanding under the Credit Agreement. source
- During the year ended July 31, 2026, holders surrendered $153 million in aggregate principal amount of the 2030 Notes for conversion, which were settled for $160 million in cash. source
- Other income (expense), net for fiscal 2026 was $(159) million, a decrease primarily due to a loss from the change in fair value of the 2030 Notes, partially offset by gains from the change in fair value of Capped Calls and gains on sales of investments to fund acquisitions. source
- Our financing activities have consisted of repayments and settlement of conversions of our convertible senior notes, proceeds from Capped Calls, cash used to repurchase shares of our common stock, proceeds from sales of shares through employee equity incentive plans, payments for tax withholding obligations of certain employees related to the net share settlement of equity awards, and payments of contingent consideration. source
Impact estimates
| metric | direction | stage | expected | basis |
|---|---|---|---|---|
| liability | negative | contingent | -0.3% | If the sale price condition is met during the quarter ending September 30, 2026 and all holders convert during the quarter ending December… |
| cash | negative | contingent | -0.3% | If the sale price condition is met during the quarter ending September 30, 2026 and all holders convert during the quarter ending December… |
| liability | negative | contingent | -0.2% | In connection with the acquisition of CyberArk, Palo Alto Networks completed a Supplemental Indenture in February 2026 making CyberArk’s… |
| cash | negative | contingent | — | If the sale price condition is met during the quarter ending September 30, 2026 and all holders convert during the quarter ending December… |
| liability | negative | realized | — | After those conversions, the remaining outstanding principal balance of the 2030 Notes was $1.1 billion. |