Summary
Autodesk, Inc. (ADSK) filed an 8-K on June 7, 2017, to report on a material definitive agreement concerning the issuance and sale of $500 million aggregate principal amount of 3.500% Notes due 2027. This transaction, which closed on June 8, 2017, was conducted through a public offering under a Registration Statement on Form S-3, with Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, and U.S. Bancorp Investments, Inc. acting as underwriters. The proceeds from this debt offering will likely be used for general corporate purposes, although the filing does not explicitly state the use of proceeds. Investors should note the terms of the indenture, which include a 3.500% annual interest rate payable semi-annually. The indenture also outlines conditions under which Autodesk may be required to repurchase the notes upon a change of control coupled with a ratings downgrade, and provisions for redemption at the company's discretion. Limited negative covenants regarding liens, sale-leaseback transactions, and asset disposals are in place, along with standard events of default such as non-payment and bankruptcy.
Key Highlights
- 1Autodesk successfully issued and sold $500 million in aggregate principal amount of 3.500% Notes due 2027.
- 2The offering was a public debt offering under a Form S-3 registration statement.
- 3The notes mature in 2027 and carry a fixed annual interest rate of 3.500%, payable semi-annually.
- 4The transaction involved Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, and U.S. Bancorp Investments, Inc. as underwriters.
- 5The indenture includes provisions for mandatory repurchase upon a change of control and ratings downgrade.
- 6Autodesk has the option to redeem the notes under specified terms.
- 7The indenture imposes limited covenants on the company regarding liens, sale-leaseback transactions, and asset sales.