8-KOther EventsExhibits & Filings

MOODYS CORP /DE/ 8-K Report, Corporate Update (May 20, 2020)

Filed May 20, 2020For Securities:MCO

Summary

Moody's Corporation (MCO) announced the closing of its public offering of $300 million aggregate principal amount of 3.250% Senior Notes due 2050. The offering, which was registered under a previously filed Form S-3, was successfully completed on May 20, 2020. The net proceeds from this issuance are intended to be used for the repayment or redemption of $300 million of the Company's 3.250% senior unsecured notes maturing in June 2021. These new notes carry a fixed interest rate of 3.250% and mature on May 20, 2050, with semiannual interest payments due on May 20 and November 20. The notes include provisions for early redemption by Moody's, with specific terms for redemption before November 20, 2049, and a mandatory redemption at a premium upon a Change of Control Triggering Event. The associated Indenture includes covenants restricting the Company's ability to incur liens, enter into sale and leaseback transactions, and merge or sell substantially all assets, along with standard default provisions.

Key Highlights

  • 1Moody's Corporation successfully closed a $300 million public offering of 3.250% Senior Notes due 2050.
  • 2The net proceeds are designated to retire $300 million of existing senior unsecured notes maturing in June 2021.
  • 3The new notes have a long-term maturity of May 20, 2050.
  • 4The notes bear a fixed interest rate of 3.250% per year.
  • 5The offering was registered under Moody's Form S-3 (Registration No. 333-236611).
  • 6The Indenture includes covenants that limit certain corporate actions such as liens, sale-leasebacks, and mergers.
  • 7The notes may be subject to mandatory purchase at 101% of principal plus accrued interest upon a Change of Control Triggering Event.

Frequently Asked Questions

The primary purpose is to refinance existing debt. Moody's Corporation is using the net proceeds from the new 3.250% Senior Notes due 2050 to repay or redeem $300 million of its 3.250% senior unsecured notes that are due in June 2021. This effectively extends the maturity of this portion of its debt.

The notes have a principal amount of $300 million, a fixed interest rate of 3.250% per year, and mature on May 20, 2050. Interest payments are semiannual, occurring on May 20 and November 20 each year. The company has the option to redeem the notes under certain conditions prior to maturity.

Yes, the Indenture includes provisions for noteholders. Specifically, upon the occurrence of a 'Change of Control Triggering Event,' Moody's may be required to purchase all or a portion of the notes at a price of 101% of the principal amount plus accrued interest. Additionally, the Indenture contains covenants that limit the company's ability to incur liens, engage in sale and leaseback transactions, or merge with other entities.

The first semiannual interest payment will commence on November 20, 2020, with subsequent payments due on May 20 and November 20 of each year thereafter until maturity.