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FAIR ISAAC CORP 8-K Report, Corporate Update (Dec 3, 2019)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed December 3, 2019
Period End
December 3, 2019
Security
FICO
In the record · 2016–202610-K1010-Q348-K90

FICO filed 10 annual reports (10-K), 34 quarterly reports (10-Q) and 90 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · May ’18May ’18
  2. Leadership change8-K · Mar ’21Mar ’21
  3. Leadership change8-K · Jun ’23Jun ’23
  4. Restructuring8-K · Oct ’26Oct ’26

01—Abstract

Summary

Summary of the 8-K filed December 3, 2019. Cited figures are marked; the original filing is the authoritative source.

Fair Isaac Corporation (FICO) announced on December 3, 2019, that it has priced a private offering of $350 milliona in 4.000% Senior Notes due 2028.

This debt issuance is a significant capital markets activity for the company, providing it with funds that can be utilized for various corporate purposes, potentially including operational expansion, acquisitions, or refinancing existing debt. Investors should note that this offering was conducted as a private placement, meaning the notes were not registered under the Securities Act of 1933. While the pricing of these notes indicates investor confidence in FICO's creditworthiness, the unregistered nature means they are subject to restrictions on resale in the United States unless an exemption applies.

The company has filed the press release announcing this pricing as an exhibit to its 8-K filing. This development suggests FICO is actively managing its capital structure and leveraging debt markets to support its growth and financial strategy.

02—Key points

Key Highlights

  1. FICO priced a private offering of $350 million aggregate principal amount of 4.000% Senior Notes due 2028.
  2. The notes are due to mature in 2028 and carry a fixed interest rate of 4.000% per annum.
  3. The offering was conducted as a private placement to eligible purchasers.
  4. The issuance is not intended to constitute an offer to sell or a solicitation of an offer to buy securities.
  5. The notes have not been registered under the Securities Act of 1933, implying resale restrictions.
  6. The press release announcing the pricing is filed as Exhibit 99.1 to the 8-K.

03—Questions

Frequently Asked Questions

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

    The primary purpose of this 8-K filing is to report the pricing of a private offering of $350 million in Senior Notes due 2028 by Fair Isaac Corporation (FICO) and to provide the accompanying press release as an exhibit.

  2. Are these Senior Notes publicly traded?

    These Senior Notes were issued through a private offering and have not been registered under the Securities Act of 1933. Therefore, they are not initially publicly traded and are subject to resale restrictions in the United States unless an applicable exemption from registration is met.

  3. What does the 4.000% interest rate signify?

    The 4.000% interest rate represents the annual cost of borrowing for FICO on these Senior Notes. This rate reflects the company's credit profile and prevailing market conditions at the time of pricing. Investors in these notes will receive this rate as coupon payments.

  4. What are the implications of the notes being 'privately offered' and 'unregistered'?

    A private offering means the securities were sold directly to a select group of eligible investors, rather than through a public sale. Being 'unregistered' means they have not gone through the formal registration process with the SEC. This typically results in restrictions on who can buy and sell these notes, as they cannot be freely resold to the general public in the U.S. without meeting specific legal exemptions or registration.

04—Continue

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