IHS MARKIT LTD. (NASDAQ:INFO) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement
On December 1, 2017, IHS Markit Ltd. (the “Company”) entered into an indenture (the “Indenture”) among the Company, certain of the Company’s subsidiaries (the “Guarantors”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”), to which the Company issued $500 million aggregate principal amount of 4.00% Notes due 2026 (the “Notes”). The Notes are fully and unconditionally guaranteed, jointly and severally by the Guarantors on a senior unsecured basis (the “Guarantees” and, together with the Notes, the “Securities”). The Securities have not been registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or under any state securities laws and were offered only to qualified institutional buyers under Rule 144A under the Securities Act and outside the Unites States in compliance with Regulation S under the Securities Act.
The terms of the Securities are governed by the Indenture, which contains covenants that, among other things, limit the Company’s ability to create liens over its assets, enter into certain sale and leaseback transactions and enter into mergers, consolidations, or sell or assign, transfer, lease or convey all or substantially all of its properties and assets. The Indenture also contains customary events of default. Indebtedness under the Securities may be accelerated in certain circumstances upon an event of default as set forth in the Indenture.
The Notes will bear interest at the rate of 4.00% per annum, which is payable in cash on a semi-annual basis on March 1 and September 1 of each year, commencing on March 1, 2018.
The description above does not purport to be complete and is qualified in its entirety by the Indenture, which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.
Item 8.01 Other Events
On December 1, 2017, the Company announced the closing of its previously announced offering of the Securities. The Company intends to use the net proceeds from the offering of the Notes to repay amounts outstanding under its revolving credit facility.
| Item 9.01. | Financial Statements and Exhibits |
IHS Markit Ltd. ExhibitEX-4.1 2 dp83618_ex0401.htm EXHIBIT 4.1 EXHIBIT 4.1 SENIOR NOTES INDENTURE Dated as of December 1,…To view the full exhibit click here
About IHS MARKIT LTD. (NASDAQ:INFO)
IHS Markit Ltd, formerly Markit Ltd., provides critical information, analytics and solutions for the industries and markets that drive economies worldwide. The Company delivers next-generation information, analytics and solutions to customers in business, finance and government, improving their operational efficiency and providing deep insights. The Company has approximately 50,000 business and government customers, including 80 percent of the Fortune Global 500 and financial institutions.
