8-KFinancial EventsOther EventsExhibits & Filings

Keysight Technologies, Inc. 8-K Report, Financial Obligation (Apr 17, 2025)

Filed April 17, 2025For Securities:KEYS

Summary

Keysight Technologies, Inc. (KEYS) has announced the issuance of $750 million in aggregate principal amount of 5.350% Notes due 2030. This debt offering, registered under a shelf registration statement, is intended for general corporate purposes and may partially fund the proposed acquisition of Spirent Communications plc. The Notes are unsecured, unsubordinated obligations of the company, ranking equally with other existing and future unsecured debt, including their senior revolving credit facility and bridge loan facility. They bear a fixed interest rate of 5.350% per annum, payable semi-annually, with maturity in July 2030. Investors should note the details regarding the company's redemption options and a change of control provision. Keysight can redeem the Notes, with specific call protection until one month prior to maturity, at a premium if redeemed before June 30, 2030. Additionally, in the event of a change of control, the company must offer to repurchase the Notes at 101% of their principal amount. The indenture also includes customary limitations on liens, sale and leaseback transactions, and fundamental corporate changes, along with standard events of default.

Key Highlights

  • 1Keysight Technologies issued $750 million in aggregate principal amount of 5.350% Notes due 2030.
  • 2Proceeds are designated for general corporate purposes, potentially including financing the Spirent Communications acquisition.
  • 3The Notes mature on July 30, 2030, with a fixed coupon of 5.350% per annum.
  • 4Interest payments are semi-annual, due on January 30 and July 30, with the first payment on January 30, 2026.
  • 5The Notes are unsecured and unsubordinated debt.
  • 6Keysight has the option to redeem the Notes early, with a call protection period until June 30, 2030, after which redemption occurs at par plus accrued interest.
  • 7A change of control event triggers an offer to repurchase the Notes at 101% of the principal amount.

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