Summary
Workday, Inc. (WDAY) filed an 8-K on January 2, 2018, to report on the execution of First Supplemental Indentures with Wells Fargo Bank, N.A., as trustee. These supplemental indentures amend existing indentures governing Workday's convertible senior notes due 2018, 2020, and 2022. The primary purpose of these amendments is to correct a technical reference from 'calendar quarter' to 'fiscal quarter' within the conversion procedures for these notes. Importantly, the filing clarifies that this change is administrative and does not materially impact the conversion calculations or the rights of noteholders. The amendments were made without the need for noteholder consent, as permitted by the original indentures, to align the indenture provisions with the terms outlined in the respective offering memorandums. Investors can view this as a minor housekeeping item to ensure procedural accuracy in debt instrument documentation.
Key Highlights
- 1Workday entered into First Supplemental Indentures for its 0.75% Convertible Senior Notes due 2018, 1.50% Convertible Senior Notes due 2020, and 0.25% Convertible Senior Notes due 2022.
- 2The amendments were made with Wells Fargo Bank, National Association, as trustee.
- 3The core change involves correcting a reference from 'calendar quarter' to 'fiscal quarter' in the conversion procedures for these notes.
- 4These amendments do not have a material impact on conversion calculations or noteholder rights.
- 5The supplemental indentures were executed under a provision allowing for conformity with offering memorandums without requiring noteholder consent.
- 6This filing is considered an 'Other Event' (Item 8.01) and includes the supplemental indentures as exhibits.