Jacobs Engineering Group Inc. (NYSE:JEC) Files An 8-K Entry into a Material Definitive Agreement

Jacobs Engineering Group Inc. (NYSE:JEC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement

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On March12, 2018, Jacobs Engineering Group Inc. (the “Company”) entered into a Note Purchase Agreement (the “Note Purchase Agreement”) to which the Company has agreed, subject to the terms and conditions set forth in Note Purchase Agreement, to issue and sell in a private placement transaction $500million in the aggregate principal amount of the Company’s senior notes in three series: $190million aggregate principal amount of 4.27% senior notes, Series A, due May8, 2025, $180million aggregate principal amount of 4.42% senior notes, SeriesB, due May8, 2028 and $130million aggregate principal amount of 4.52% senior notes, SeriesC, due May8, 2030 (collectively, the “Senior Notes”). The Note Purchase Agreement provides that if the Company’s consolidated leverage ratio exceeds a certain amount, the interest on the Senior Notes may increase by 75 basis points.

The Note Purchase Agreement contains affirmative, negative and financial covenants customary for financings of this type. In addition, the Note Purchase Agreement contains customary events of default.

The Senior Notes may be prepaid at any time subject to a make-whole premium.

The sale of the Senior Notes is expected to close in May 2018. The Company intends to use the net proceeds from the offering of Senior Notes to repay certain existing indebtedness and for other general corporate purposes.

The above summary of the Note Purchase Agreement and form of Senior Notes is qualified in its entirety by reference to the full text of the Note Purchase Agreement and Form of Senior Notes, a copy of which are filed as Exhibit4.1 hereto and incorporated by reference herein.

Item 1.01 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The information contained in Item 1.01 above regarding the Company’s entry into the Note Purchase Agreement is incorporated by reference herein.

Item 1.01 Financial Statements and Exhibits

(d) Exhibits


EX-4.1 2 d499440dex41.htm EX-4.1 EX-4.1 Exhibit 4.1 EXECUTION VERSION       JACOBS ENGINEERING GROUP INC. $500,…
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About Jacobs Engineering Group Inc. (NYSE:JEC)

Jacobs Engineering Group Inc. is a technical professional services company. The Company provides a range of technical, professional and construction services to industrial, commercial and governmental clients. The Company’s services include Project Services; Process, Scientific, and Systems Consulting Services; Construction Services, and Operations and Maintenance Services. It operates four lines of business (LOBs): Petroleum and Chemicals; Buildings and Infrastructure; Aerospace and Technology, and Industrial. It caters its services to various sectors, such as oil and gas exploration, production and refining; chemicals and polymers; programs for various national governments, including aerospace, defense, and environmental programs; buildings; infrastructure and telecommunications; mining and minerals; pharmaceuticals and biotechnology; power; pulp and paper; technology and manufacturing, and food and consumer products.

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