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CBRE GROUP, INC. 8-K Report, Material Agreement (Aug 13, 2015)

Reports
Material Agreements·Financial Events·Exhibits & Filings
Filing Date
Filed August 13, 2015
Period End
August 13, 2015
Security
CBRE
In the record · 2016–202610-K1110-Q328-K149

CBRE filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 149 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Mar ’17Mar ’17
  2. Leadership change8-K · Apr ’19Apr ’19
  3. Material agreement8-K · Jul ’21Jul ’21
  4. Leadership change8-K · Aug ’25Aug ’25

01—Abstract

Summary

Summary of the 8-K filed August 13, 2015. Cited figures are marked; the original filing is the authoritative source.

CBRE Group, Inc. (CBRE) filed an 8-K on August 13, 2015, to report the issuance of $600 milliona in aggregate principal amount of 4.875% Senior Notes due 2026 by its wholly-owned subsidiary, CBRE Services, Inc. These notes are guaranteed on a full and unconditional basis by CBRE Group, Inc. and certain other subsidiaries.

The primary purpose of this filing is to disclose the material definitive agreement related to this debt issuance. This action indicates that CBRE is raising substantial capital through debt, which could be for general corporate purposes, acquisitions, or refinancing existing debt. Investors should note the interest rate of 4.875%b and the maturity date of March 1, 2026.

The notes are senior unsecured obligations, ranking equally with existing senior indebtedness but subordinate to secured debt. The indenture includes covenants that restrict the company's ability to create certain liens, enter into sale/leaseback transactions, and undertake mergers or consolidations, subject to specified qualifications and exceptions.

02—Key points

Key Highlights

  1. CBRE Group, Inc. subsidiary, CBRE Services, Inc., issued $600 million in 4.875% Senior Notes due 2026.
  2. The notes are guaranteed by CBRE Group, Inc. and certain other subsidiaries.
  3. The issuance is governed by an Indenture, with a Fourth Supplemental Indenture dated August 13, 2015.
  4. The notes mature on March 1, 2026, with semi-annual interest payments starting March 1, 2016.
  5. Early redemption options exist before December 1, 2025, at a premium based on the adjusted treasury rate, and at par from December 1, 2025 onwards.
  6. A change of control triggering event requires CBRE to offer to repurchase the notes at 101% of principal.
  7. The notes are senior unsecured obligations, pari passu with other senior debt, but effectively subordinated to secured debt and structurally subordinated to non-guarantor subsidiaries.

03—Questions

Frequently Asked Questions

  1. What is the main purpose of this 8-K filing?

    The main purpose of this 8-K filing is to report the material definitive agreement regarding the issuance of $600 million in 4.875% Senior Notes due 2026 by CBRE Services, Inc., a subsidiary of CBRE Group, Inc.

  2. What is the interest rate and maturity date of the new notes?

    The new Senior Notes due 2026 carry an interest rate of 4.875% per annum and will mature on March 1, 2026.

  3. What are the implications of the 'change of control' provision?

    If a change of control triggering event occurs, CBRE Group, Inc. is obligated to offer to repurchase the notes from holders at 101% of the principal amount, plus any accrued and unpaid interest.

  4. How are these notes positioned in CBRE's capital structure?

    The notes are senior unsecured obligations of CBRE Services, Inc. They rank equally with other existing and future senior indebtedness of CBRE Services, Inc. However, they are effectively subordinated to any secured debt and structurally subordinated to the liabilities of subsidiaries that do not guarantee these notes.

04—Continue

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