Gartner, Inc. (NYSE:IT) Files An 8-K Entry into a Material Definitive Agreement

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Gartner, Inc. (NYSE:IT) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

On March 16, 2017, Gartner, Inc. (Gartner) and certain of its
subsidiaries entered into a Purchase Agreement with Goldman,
Sachs Co. and J.P. Morgan Securities LLC, as representatives of
the several initial purchasers listed therein (the Initial
Purchasers), in connection with the offer and sale of an
aggregate principal amount of $800 million of 5.125% Senior Notes
due 2025 (the Notes).

The Purchase Agreement contains customary representations,
warranties and agreements by Gartner, and customary conditions to
closing, indemnification obligations of Gartner and the Initial
Purchasers, including for liabilities under the Securities Act of
1933, as amended (the Securities Act), other obligations of the
parties and termination provisions. The foregoing description of
the Purchase Agreement does not purport to be complete and is
qualified in its entirety by reference to the full text of the
Purchase Agreement, which is filed as Exhibit 1.1 hereto and
incorporated by reference herein.

Item 7.01. Regulation FD Disclosure.

Senior Notes Pricing

On March 16, 2017, Gartner issued a press release announcing that
it has priced its previously announced offering of the Notes. The
Notes have not been registered under the Securities Act or the
securities laws of any other jurisdiction and may not be offered
or sold in the United States absent registration or an applicable
exemption from registration requirements. There can be no
assurance that the proposed offering of the Notes will be
completed. A copy of the press release is furnished as Exhibit
99.1 to this report and is incorporated by reference herein.

The Notes will be sold in the United States only to qualified
institutional buyers in accordance with Rule 144A under the
Securities Act and outside the United States only to non-U.S.
persons in accordance with Regulation S under the Securities Act.
The Notes have not been registered under the Securities Act or
the securities laws of any other jurisdiction and may not be
offered or sold in the United States absent registration or an
applicable exemption from registration requirements.

In accordance with General Instruction B.2 of Form 8-K, the
information in this Item 7.01 of this Current Report on Form 8-K,
including Exhibit 99.1 attached hereto, shall not be deemed filed
for the purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the Exchange Act) or otherwise subject to the
liabilities of that section, nor shall it be deemed incorporated
by reference in any filing under the Securities Act or the
Exchange Act except as shall be expressly set forth by specific
reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

Exhibit Number Description
1.1 Purchase Agreement, dated March 16, 2017, among Gartner,
Inc., the subsidiary guarantors named therein and Goldman,
Sachs Co. and J.P. Morgan Securities LLC, as representatives
of the several initial purchasers named therein.
99.1 Press release announcing pricing of senior notes due 2025
issued on March 16, 2017.


About Gartner, Inc. (NYSE:IT)

Gartner, Inc. is an information technology research and advisory company. The Company works with clients to research, analyze and interpret the business of information technology (IT) within the context of their individual roles. The Company operates through three segments: Research, which provides objective insight on technology and supply chain initiatives for chief information officers (CIOs) and other IT professionals, supply chain professionals, digital marketing and other business professionals, as well as technology companies and the institutional investment community, through reports, briefings, tools, access to its analysts, peer networking services and membership programs that enable its clients to make decisions about their IT, supply chain and digital marketing initiatives; Consulting, which consists primarily of consulting, measurement engagements and strategic advisory services, and Events, which consists of various symposia, conferences and exhibitions.

Gartner, Inc. (NYSE:IT) Recent Trading Information

Gartner, Inc. (NYSE:IT) closed its last trading session down -0.02 at 111.47 with 569,777 shares trading hands.