8-KOther EventsExhibits & Filings

S&P Global Inc. 8-K Report, Corporate Update (Feb 16, 2022)

Filed February 16, 2022For Securities:SPGI

Summary

S&P Global Inc. (SPGI) has announced an extension to the expiration date for its offers to exchange outstanding notes issued by IHS Markit Ltd. and solicitations of consents related to those notes. The expiration date has been moved from February 22, 2022, to February 28, 2022. This action is directly tied to S&P Global's pending merger with IHS Markit, which is expected to close in the first quarter of 2022. Investors should note that the exchange offers and consent solicitations are conditioned upon the successful closing of the merger. While the necessary consents for amendments to the IHS Markit indentures have been received, these amendments will only become effective upon the settlement of the exchange offers. The settlement is anticipated to occur shortly after the new expiration date and is contingent on the merger's completion.

Key Highlights

  • 1S&P Global Market Intelligence Inc. (a subsidiary of SPGI) extended the expiration date for exchange offers and consent solicitations related to IHS Markit notes.
  • 2The new expiration date for these offers is February 28, 2022.
  • 3These actions are in connection with the pending merger between S&P Global and IHS Markit.
  • 4The exchange offers and consent solicitations are conditioned upon the closing of the merger.
  • 5The merger is expected to be completed in the first quarter of 2022.
  • 6Required consents to amend IHS Markit indentures have been obtained, but amendments are operative only upon settlement of the exchange offers.
  • 7Settlement of the exchange offers is expected to occur promptly after the new expiration date and is contingent on the merger's closing.

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