8-KAcquisitions & DispositionsOther EventsExhibits & Filings

S&P Global Inc. 8-K Report, Acquisition Completed (Sep 7, 2016)

Filed September 7, 2016For Securities:SPGI

Summary

S&P Global Inc. (SPGI) announced the completion of its sale of J.D. Power and Associates for approximately $1.1 billion in cash on September 7, 2016. This strategic divestiture marks a significant event for the company, allowing it to streamline its operations and focus on its core businesses. The proceeds from the sale are expected to enhance the company's financial flexibility. In conjunction with the J.D. Power sale, S&P Global has also entered into an accelerated share repurchase (ASR) agreement with Morgan Stanley to buy back $750 million of its outstanding common stock. This move signals a commitment to returning capital to shareholders and is part of an existing share repurchase program. Investors should note the pro forma financial information provided, which reflects the impact of the J.D. Power divestiture on the company's balance sheet and income statements.

Key Highlights

  • 1Completion of the sale of J.D. Power and Associates to XIO Group for approximately $1.1 billion in cash.
  • 2The transaction closed on September 7, 2016, following a definitive agreement signed on April 15, 2016.
  • 3Entered into an Accelerated Share Repurchase (ASR) agreement to buy back $750 million of common stock.
  • 4The ASR is part of the company's broader share repurchase program, aiming to return capital to shareholders.
  • 5The filing includes unaudited pro forma financial information reflecting the impact of the J.D. Power divestiture.
  • 6J.D. Power is a global marketing information services company focused on customer insights and solutions.

Frequently Asked Questions

The main purpose of this 8-K filing was to announce the completion of S&P Global Inc.'s sale of its J.D. Power and Associates business and to disclose related financial activities, including an accelerated share repurchase program.

S&P Global Inc. received approximately $1.1 billion in cash for the sale of J.D. Power, subject to customary working capital and other closing adjustments.

While not explicitly stated that the entire $1.1 billion is for repurchases, the company has entered into an accelerated share repurchase (ASR) agreement to buy back $750 million of its common stock. This is part of their ongoing commitment to returning capital to shareholders.

An Accelerated Share Repurchase (ASR) is an agreement where a company buys back a significant amount of its own stock from a financial institution, often at a discount, with the intent to retire those shares. It's a way for companies to quickly reduce the number of outstanding shares and return value to remaining shareholders.