01—Abstract
Summary
Summary of the 8-K filed February 26, 2026. Cited figures are marked; the original filing is the authoritative source.
Verisk Analytics, Inc. (VRSK) entered into an Underwriting Agreement on February 23, 2026 with BofA Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the underwriters, to sell $500,000,000a of 4.450% Senior Notes due 2031 and $500,000,000 of 5.125% Senior Notes due 2036.
The notes were issued under a shelf registration statement on Form S-3 and a seventh supplemental indenture to the base indenture with Computershare Trust Company, N.A., as successor trustee, dated February 26, 2026. The 2031 Notes mature March 15, 2031, and the 2036 Notes mature March 15, 2036. Both series pay interest semiannually on March 15 and September 15, beginning September 15, 2026, and both are redeemable at a make-whole price before their par call dates (February 15, 2031 and December 15, 2035, respectively).
The indenture includes restrictions on liens, sale and leaseback transactions, and consolidations or mergers, and requires an offer to repurchase upon certain change of control events. The company intends to use the net proceeds to repay some or all of the $500 millionb 364-day term loan and $750 million of revolving credit facility borrowings.
Those borrowings, together with $250 millionc of cash on hand, funded prepayments under accelerated share repurchase agreements. The proceeds may also be used for general corporate purposes.
02—Key points
Key Highlights
- Issued $1.0 billion in total senior notes: $500 million of 4.450% notes due 2031 and $500 million of 5.125% notes due 2036.
- Both series pay interest semiannually on March 15 and September 15, beginning September 15, 2026.
- Make-whole redemption is available before February 15, 2031 (2031 Notes) and December 15, 2035 (2036 Notes); par redemption applies thereafter.
- Proceeds are intended to repay $500 million of 364-day term loan borrowings and $750 million of revolving credit facility borrowings.
- Prior borrowings, together with $250 million of cash on hand, funded prepayments under accelerated share repurchase agreements.
- Indenture restricts liens, sale and leaseback transactions, and consolidations, mergers or asset transfers, and requires a change of control repurchase offer.
- Notes were issued under an effective Form S-3 shelf registration (File No. 333-270827) filed March 24, 2023.
03—Questions
Frequently Asked Questions
How much debt did Verisk Analytics issue in this offering?
Verisk agreed to sell $500,000,000 of 4.450% Senior Notes due 2031 and $500,000,000 of 5.125% Senior Notes due 2036, for a total of $1.0 billion aggregate principal amount.
When do the notes mature and when is the first interest payment?
The 2031 Notes mature March 15, 2031, and the 2036 Notes mature March 15, 2036. Interest on both series is payable March 15 and September 15 each year, beginning September 15, 2026.
What will Verisk use the proceeds for?
The company intends to use the net proceeds to repay some or all of the $500 million 364-day term loan and $750 million of revolving credit borrowings, and for general corporate purposes. Those borrowings, along with $250 million of cash on hand, funded prepayments under its accelerated share repurchase agreements.
Can Verisk redeem the notes early?
Yes. Before February 15, 2031 for the 2031 Notes and before December 15, 2035 for the 2036 Notes, the company may redeem at a make-whole price. On or after those dates, it may redeem at 100% of principal plus accrued and unpaid interest.
What protections do noteholders have?
The indenture limits the company and its subsidiaries from incurring liens and entering into sale and leaseback transactions, restricts consolidations, mergers and transfers of substantially all assets, and requires an offer to repurchase the notes upon certain change of control events.
04—Continue