Item 1.01 Entry into a Material Definitive Agreement.

First Amendment to Third Amended & Restated Credit Agreement



On April 3, 2023, Ubiquiti Inc. (the "Company"), as borrower, and certain
domestic subsidiaries, as guarantors (the "Domestic Guarantors"), entered into a
first amendment (the "First Amendment") to third amended and restated credit
agreement (the "Credit Agreement", and as amended by the First Amendment, the
"Amended Credit Agreement") with the financial institutions named as lenders
therein and Wells Fargo Bank, National Association, as administrative agent and
collateral agent for the lenders (in such capacity, the "Agent").

The First Amendment added a new term loan facility in an aggregate principal
amount of $250 million (the "First Amendment Term Loan") in addition to the $700
million outstanding senior secured revolving credit facility (the "Revolving
Credit Facility") and the initial term loan facility (the "Initial Term Loan
Facility") in an initial amount of $500 million previously advanced under the
Credit Agreement. Additionally, the First Amendment (a) provided that all loans
bearing interest at a LIBOR rate under the Credit Agreement (each, a "LIBOR Rate
Loan") and the applicable interest periods in respect of such LIBOR Rate Loans
under the Credit Agreement will not be renewed or extended and, upon the
expiration or earlier termination of such interest periods, such LIBOR Rate
Loans will be (i) repaid or (ii) converted to loans accruing at Base Rate (as
defined in the Amended Credit Agreement) or Adjusted Term SOFR (as defined
below), at the Company's option; (b) implemented "Adjusted Term SOFR" as a
reference rate for borrowings under the Amended Credit Agreement, and (c)
modified the definition of "Base Rate" to replace the LIBOR rate component with
Adjusted Term SOFR, in addition to other modifications or inclusion of other
definitions to reflect customary terms. Adjusted Term SOFR is defined as Term
SOFR (as defined in the Amended Credit Agreement) plus 0.10% per annum; provided
that Adjusted Term SOFR shall in no event be less than 0.00%. All other material
terms and provisions of the Amended Credit Agreement remain substantially
identical to the terms and provisions of the Credit Agreement in place
immediately prior to the effectiveness of the First Amendment. The maturity date
for the Revolving Credit Facility and the Initial Term Loan Facility remains
March 30, 2026.

The First Amendment Term Loan is payable in quarterly installments equal to
$3.125 million, commencing with the quarter ended June 30, 2023, subject to
certain adjustments to individual installments as provided in the Amended Credit
Agreement. If not sooner paid, the First Amendment Term Loan must be paid in
full, together with accrued interest thereon, on March 30, 2026, which is the
same maturity date for the Revolving Credit Facility and Initial Term Loan
Facility. The First Amendment Term Loan may be prepaid at any time without
penalty or premium.

The First Amendment Term Loan bears interest, at the Company's option, at either
(i) a floating rate per annum equal to Base Rate plus a margin of between 1.00%
and 1.75%, depending on the Company's consolidated total leverage ratio as of
the most recently ended fiscal quarter or (ii) a floating per annum rate equal
to the applicable Adjusted Term SOFR rate for a specified period, plus a margin
of between 2.00% and 2.75%, depending on the Company's consolidated total
leverage ratio as of the most recently ended fiscal quarter. A default interest
rate shall apply on all obligations during certain events of default under the
Amended Credit Agreement at a rate per annum equal to 2.00% above the applicable
interest rate. The Company is obligated to pay Agent fees customary for an
amendment to a facility of this size and type.

The proceeds from the First Amendment Term Loan are available for working capital and general corporate purposes that comply with the terms of the Credit Agreement.



The obligations of the Company and certain domestic subsidiaries under the First
Amendment Term Loan are required to be guaranteed by the Domestic Guarantors and
are collateralized by substantially all assets (excluding intellectual property)
of the Company and the Domestic Guarantors.

Agent and the lenders and other financial institutions party to the First
Amendment, and certain of their respective affiliates, have provided, and in the
future may provide, financial, banking and related services to the Company.
These parties have received, and in the future may receive, compensation from
the Company for these services.

The foregoing is a summary description of certain terms of the First Amendment
and does not purport to be complete, and it is qualified in its entirety by
reference to the full text of the First Amendment, which is attached as Exhibit
10.1 to this Current Report on Form 8-K and incorporated herein by reference.



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Item 2.03        Creation of a Direct Financial Obligation or an Obligation under an
                 Off-Balance Sheet Arrangement of a Registrant.

The description of the First Amendment set forth under Item 1.01 is incorporated into this Item 2.03 by reference.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits
Exhibit Number           Description

                           First Amendment     to     Third Amended and

Restated Credit Agreement,


                         dated as of     April 3, 2023,     by and among

Ubiquiti Inc. , as


      10.1  *            borrower, certain domestic subsidiaries of the

borrower, as guarantors, the


                         lenders and other financial institutions party

thereto and Wells Fargo Bank,


                         National Association, as administrative     and

collateral agent .


       104               Cover Page Interactive File (the cover page tags

are embedded within the


                         Inline XBRL document)



* Certain of the exhibits and attachments to this exhibit have been omitted in
accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish
supplementally a copy of all omitted exhibits and schedules to the SEC upon its
request.

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