8-KOther EventsExhibits & Filings

MICROSOFT CORP 8-K Report, Corporate Update (May 1, 2013)

Filed May 1, 2013For Securities:MSFT

Summary

Microsoft Corporation (MSFT) filed an 8-K report on May 1, 2013, disclosing the issuance and sale of significant debt offerings. The company entered into underwriting agreements on April 25, 2013, for the issuance of €550 million in 2.625% Notes due 2033 and $2 billion in USD-denominated notes across three tranches: $450 million in 1.000% Notes due 2018, $1 billion in 2.375% Notes due 2023, and $500 million in 3.750% Notes due 2043. These Notes constitute senior unsecured obligations of Microsoft and rank equally with its other unsecured and unsubordinated debt. The issuance was facilitated through supplemental indentures to an existing base indenture, with prospectus supplements filed for both the Euro and USD offerings. This debt issuance provides Microsoft with substantial capital, the terms of which, including interest rates and maturity dates, are detailed within the filing. Investors can refer to the filed underwriting agreements and indentures for comprehensive details on the terms of these notes.

Key Highlights

  • 1Microsoft issued €550 million of 2.625% Notes due 2033.
  • 2Microsoft issued a total of $2 billion in USD Notes across three tranches: 1.000% Notes due 2018 ($450M), 2.375% Notes due 2023 ($1B), and 3.750% Notes due 2043 ($500M).
  • 3The notes are senior unsecured obligations of Microsoft.
  • 4The Euro Notes will mature on May 2, 2033, with annual interest payments.
  • 5The USD Notes have maturities in 2018, 2023, and 2043, with semi-annual interest payments.
  • 6Underwriting agreements were entered into on April 25, 2013, with Merrill Lynch International and The Royal Bank of Scotland plc acting as representatives for the Euro Notes, and Merrill Lynch, Pierce, Fenner & Smith Incorporated and RBS Securities Inc. for the USD Notes.
  • 7The company has made applications for the Euro Notes to be admitted to trading on the Irish Stock Exchange.

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