8-KOther EventsExhibits & Filings

MOODYS CORP /DE/ 8-K Report, Corporate Update (Nov 17, 2015)

Filed November 17, 2015For Securities:MCO

Summary

Moody's Corporation (MCO) announced the successful closing of a public offering for an additional $300 million aggregate principal amount of its 5.250% Senior Notes due 2044. This issuance is fungible with and consolidates with the previously issued $300 million of the same notes, bringing the total outstanding principal amount of this series to $600 million. The offering was completed on November 17, 2015, following an underwriting agreement entered into on November 12, 2015. The net proceeds from this offering are earmarked for general corporate purposes, including working capital, capital expenditures, strategic acquisitions or investments, debt redemption, and share repurchases. The new notes carry a fixed interest rate of 5.250% per year and mature on July 15, 2044, with semiannual interest payments commencing January 15, 2016. The indenture includes provisions for redemption by the company, potential mandatory repurchase by the company upon a "Change of Control Triggering Event" at 101% of the principal amount, and customary covenants limiting liens, sale-leaseback transactions, and mergers/consolidations.

Key Highlights

  • 1Moody's Corporation successfully closed a $300 million offering of 5.250% Senior Notes due 2044.
  • 2This issuance is fungible with existing notes, increasing the total outstanding principal for this series to $600 million.
  • 3The offering closed on November 17, 2015.
  • 4Proceeds are intended for general corporate purposes, including working capital, capital expenditures, acquisitions, debt repayment, and stock repurchases.
  • 5The notes mature on July 15, 2044, with semiannual interest payments.
  • 6The indenture includes provisions for company redemption and potential mandatory repurchase upon a change of control event.
  • 7Standard covenants regarding liens, sale-leasebacks, and mergers are in place.

Frequently Asked Questions

This 8-K filing serves to report the closing of Moody's Corporation's public offering of $300 million in aggregate principal amount of its 5.250% Senior Notes due 2044. It provides details about the offering, the terms of the notes, and the intended use of the proceeds.

This $300 million issuance is fungible with, and will be consolidated with, the $300 million of 5.250% Senior Notes due 2044 previously issued on July 16, 2014. As a result, the total aggregate principal amount of outstanding notes in this series will increase from $300 million to $600 million.

The notes bear a fixed interest rate of 5.250% per year and mature on July 15, 2044. Interest is paid semiannually on January 15 and July 15, starting January 15, 2016. The company may redeem the notes, and holders may require repurchase upon a specified 'Change of Control Triggering Event'.

The net proceeds from the offering are intended for general corporate purposes. This includes funding working capital, capital expenditures, acquisitions or investments in businesses or assets, redeeming or repaying other indebtedness, and supporting the company's ongoing stock repurchase program.