GENPACT LIMITED (NYSE:G) Files An 8-K Other Events
Item 8.01.
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Other Events.
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On March 21, 2017, Genpact Limited (Genpact) announced the
pricing by its wholly owned subsidiary, Genpact Luxembourg S.
r.l. (Genpact Luxembourg), of its private offering (the Notes
Offering) of $350 million aggregate principal amount of 3.700%
senior unsecured notes due 2022 (the Notes). The Notes will be
senior unsecured obligations of Genpact Luxembourg and will be
guaranteed on a senior unsecured basis by Genpact. Genpact
intends to use the net proceeds from the offering to repay
outstanding loans under its revolving credit facility and for
general corporate purposes, which may include acquisitions and
share repurchases, among other uses.
pricing by its wholly owned subsidiary, Genpact Luxembourg S.
r.l. (Genpact Luxembourg), of its private offering (the Notes
Offering) of $350 million aggregate principal amount of 3.700%
senior unsecured notes due 2022 (the Notes). The Notes will be
senior unsecured obligations of Genpact Luxembourg and will be
guaranteed on a senior unsecured basis by Genpact. Genpact
intends to use the net proceeds from the offering to repay
outstanding loans under its revolving credit facility and for
general corporate purposes, which may include acquisitions and
share repurchases, among other uses.
The Notes have not been registered under the Securities Act or
any state securities laws and, unless so registered, may not be
offered or sold in the United States absent an effective
registration statement or an applicable exemption from
registration requirements of the Securities Act and any
applicable state securities laws.
any state securities laws and, unless so registered, may not be
offered or sold in the United States absent an effective
registration statement or an applicable exemption from
registration requirements of the Securities Act and any
applicable state securities laws.
In connection with the issuance of the Notes, Genpact and Genpact
Luxembourg entered into a Purchase Agreement dated March 21,
2017, among Genpact Luxembourg, as issuer, Genpact, as guarantor,
and the representatives of the several initial purchasers named
in the Purchase Agreement (the Initial Purchasers), to which
Genpact Luxembourg agreed to issue and sell the Notes to the
Initial Purchasers.
Luxembourg entered into a Purchase Agreement dated March 21,
2017, among Genpact Luxembourg, as issuer, Genpact, as guarantor,
and the representatives of the several initial purchasers named
in the Purchase Agreement (the Initial Purchasers), to which
Genpact Luxembourg agreed to issue and sell the Notes to the
Initial Purchasers.
In connection with the issuance of the Notes, Genpact and Genpact
Luxembourg will enter into an indenture, as supplemented by one
or more supplemental indentures (together, the Indenture), with
Wells Fargo Bank, N.A., as trustee.
Luxembourg will enter into an indenture, as supplemented by one
or more supplemental indentures (together, the Indenture), with
Wells Fargo Bank, N.A., as trustee.
The Company will pay interest on the Notes on each April 1 and
October 1, beginning on October 1, 2017. The interest rate
payable on the Notes will be subject to adjustment from time to
time if either Moodys or SP (or a substitute rating agency
therefor) downgrades (or downgrades and subsequently upgrades)
the credit rating assigned to the Notes.
October 1, beginning on October 1, 2017. The interest rate
payable on the Notes will be subject to adjustment from time to
time if either Moodys or SP (or a substitute rating agency
therefor) downgrades (or downgrades and subsequently upgrades)
the credit rating assigned to the Notes.
The Notes will be subject to certain customary covenants,
including limitations on the ability of Genpact and Genpact
Luxembourg, with significant exceptions, (i) to incur debt
secured by liens; (ii) to engage in certain sale and leaseback
transactions; and (iii) to consolidate, merge, convey or transfer
its assets substantially as an entirety. In addition, to a
customary change of control covenant, upon a change of control
repurchase event, Genpact Luxembourg will be required to make an
offer to repurchase the Notes at a price equal to 101% of the
aggregate principal amount of such Notes, plus any accrued and
unpaid interest, if any, to, but not including, the date of
repurchase.
including limitations on the ability of Genpact and Genpact
Luxembourg, with significant exceptions, (i) to incur debt
secured by liens; (ii) to engage in certain sale and leaseback
transactions; and (iii) to consolidate, merge, convey or transfer
its assets substantially as an entirety. In addition, to a
customary change of control covenant, upon a change of control
repurchase event, Genpact Luxembourg will be required to make an
offer to repurchase the Notes at a price equal to 101% of the
aggregate principal amount of such Notes, plus any accrued and
unpaid interest, if any, to, but not including, the date of
repurchase.
Genpact expects the Notes Offering to close on March 27, 2017,
subject to the satisfaction of customary closing conditions.
subject to the satisfaction of customary closing conditions.
A copy of the press release announcing the pricing of the Notes
Offering is attached hereto as Exhibit 99.1. This notice is not
intended to and does not constitute an offer to sell nor a
solicitation for an offer to purchase any securities of Genpact
or of Genpact Luxembourg.
Offering is attached hereto as Exhibit 99.1. This notice is not
intended to and does not constitute an offer to sell nor a
solicitation for an offer to purchase any securities of Genpact
or of Genpact Luxembourg.
Forward-looking statements
This document contains forward-looking statements within the
meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Such statements involve risks,
uncertainties and assumptions. If such risks or uncertainties
materialize or such assumptions prove incorrect, the results of
Genpact and its consolidated subsidiaries and Genpact
Luxembourg could differ materially from those expressed or
implied by such forward-looking statements and assumptions. All
statements other than statements of historical fact are
statements that could be deemed forward-looking statements,
including any statements regarding the Notes Offering,
statements of the plans, strategies and objectives of Genpact
and Genpact Luxembourg for future operations; any statements
regarding the Notes Offering; any statements regarding the
intended guarantee of the Notes; any statements regarding the
intended repayment of certain of Genpacts outstanding loans;
any other statements of expectation or belief and any
statements of assumptions underlying any of the foregoing.
Other important factors that could cause the statements made in
this document or the actual results of operations or financial
condition of Genpact and Genpact Luxembourg to differ include,
without limitation, that the Notes Offering is subject to
market conditions and a number of other conditions and the
final terms may vary substantially as a result of market and
other conditions. There can be no assurance that the Notes
Offering will be completed as described herein or at all.
Risks, uncertainties and assumptions include the possibility
that expected benefits may not materialize as expected; and
other risks that are described in Genpacts SEC reports,
including but not limited to the risks described in Genpacts
Annual Report on Form 10-K for its fiscal year ended December
31, 2016. Each of Genpact and Genpact Luxembourg assume no
obligation to and do not intend to update these forward-looking
statements.
meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Such statements involve risks,
uncertainties and assumptions. If such risks or uncertainties
materialize or such assumptions prove incorrect, the results of
Genpact and its consolidated subsidiaries and Genpact
Luxembourg could differ materially from those expressed or
implied by such forward-looking statements and assumptions. All
statements other than statements of historical fact are
statements that could be deemed forward-looking statements,
including any statements regarding the Notes Offering,
statements of the plans, strategies and objectives of Genpact
and Genpact Luxembourg for future operations; any statements
regarding the Notes Offering; any statements regarding the
intended guarantee of the Notes; any statements regarding the
intended repayment of certain of Genpacts outstanding loans;
any other statements of expectation or belief and any
statements of assumptions underlying any of the foregoing.
Other important factors that could cause the statements made in
this document or the actual results of operations or financial
condition of Genpact and Genpact Luxembourg to differ include,
without limitation, that the Notes Offering is subject to
market conditions and a number of other conditions and the
final terms may vary substantially as a result of market and
other conditions. There can be no assurance that the Notes
Offering will be completed as described herein or at all.
Risks, uncertainties and assumptions include the possibility
that expected benefits may not materialize as expected; and
other risks that are described in Genpacts SEC reports,
including but not limited to the risks described in Genpacts
Annual Report on Form 10-K for its fiscal year ended December
31, 2016. Each of Genpact and Genpact Luxembourg assume no
obligation to and do not intend to update these forward-looking
statements.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
The following exhibits are filed with this Current Report on
Form 8-K:
Form 8-K:
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Exhibit No.
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Description
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99.1
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Genpact Limiteds press release dated March 21, 2017,
entitled Genpact Limited Announces Pricing of 3.700% Senior Notes due 2022 by Genpact Luxembourg S. r.l.. |
About GENPACT LIMITED (NYSE:G)
Genpact Limited (Genpact) is engaged in providing digitally-powered business process management and services. The Company designs, transforms and runs a combination of processes, as well as provides solutions that combine elements of several of its service offerings. The Company offers various vertical activities, which include banking and financial services, insurance services, capital markets, consumer product goods services, life sciences and pharmaceutical services, infrastructure and manufacturing services, healthcare and high tech services. In addition to these vertical activities, it also offers finance and accounting (F&A) services, analytics and research, business consulting services, enterprise risk consulting, supply chain and procurement services, enterprise application services, information technology (IT) management services, and collections and customer services. The Company offers solutions, including Smart Enterprise Processes (SEP) and Genpact Digital. GENPACT LIMITED (NYSE:G) Recent Trading Information
GENPACT LIMITED (NYSE:G) closed its last trading session down -0.05 at 24.16 with 444,683 shares trading hands.
