IHS Markit Ltd. Announces Closing of Senior Notes Offering
July 13 2017 - 04:05PM
Business Wire
IHS Markit Ltd. (Nasdaq: INFO), a
world leader in critical information, analytics and solutions,
today announced the closing of its previously announced offering of
an additional $300 million in aggregate principal amount of its
4.75 percent Senior Notes due 2025 (the “additional notes”) in a
private placement transaction pursuant to Rule 144A and Regulation
S under the Securities Act of 1933, as amended.
IHS Markit has previously issued $500 million aggregate
principal amount of its 4.75 percent Senior Notes due 2025 (the
“existing notes”) under an indenture, dated February 9, 2017 among
IHS Markit, the guarantors party thereto and Wells Fargo Bank,
National Association, as trustee. The additional notes will have
identical terms to the existing notes other than their date of
issue and their initial price to the public and will be treated as
a single series under the indenture and be fungible with, and have
the same CUSIP/ISIN numbers as, the existing notes for U.S. federal
income tax purposes, except that the additional notes sold pursuant
to Regulation S under the Securities Act will initially be subject
to restrictions on transfer and will initially trade separately
under different CUSIP/ISIN numbers until at least 40 days after the
issue date of the additional notes. After the 40th day following
such date, certain transfer restrictions with respect to the
additional notes sold pursuant to Regulation S under the Securities
Act will terminate and such additional notes will become fungible
with, and will be mandatorily exchanged to have the same CUSIP/ISIN
numbers as, the existing notes sold pursuant to Regulation S under
the Securities Act.
IHS Markit intends to use the net proceeds from this offering
for working capital and other general corporate purposes, which may
include repayment of indebtedness or share repurchases pursuant to
its previously announced share repurchase authorization.
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of,
these securities in any state or other jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
other jurisdiction.
The additional notes were offered and sold to qualified
institutional buyers in the United States in reliance on Rule 144A
under the U.S. Securities Act of 1933, as amended, and to non-U.S.
persons in offshore transactions outside the United States in
accordance with Regulation S under the Securities Act. The
additional notes have not been registered under the Securities Act
or any state securities laws, and may not be offered or sold in the
United States or to U.S. persons absent registration or an
applicable exemption from the registration requirements.
This news release has not been approved by an authorized person
for the purposes of section 21 of the Financial Services and
Markets Act 2000 (as amended). Accordingly, this document is only
for distribution to and directed at: (i) in the United Kingdom,
persons having professional experience in matters relating to
investments falling within Article 19(5) of the Financial Services
and Markets Act 2000 (Financial Promotion) Order 2005 (as amended)
(the "Order") or high net worth entities falling within Article
49(2)(a) to (d) of the Order; (ii) persons who are outside the
United Kingdom; and (iii) any other person to whom it can otherwise
be lawfully distributed (all such persons together being referred
to as "Relevant Persons"). Any investment or investment activity to
which this news release relates is available only to and will be
engaged in only with Relevant Persons. Persons who are not Relevant
Persons should not take any action based upon this news release and
should not rely on it.
Forward-Looking Statements
This release contains “forward-looking statements” within the
meaning of the safe harbor provisions of the U.S. Private
Securities Litigation Reform Act of 1995. Forward-looking
statements can be identified by words such as: “anticipate,”
“intend,” “plan,” “goal,” “seek,” “aim,” “strive,” “believe,”
“project,” “predict,” “estimate,” “expect,” “continue,” “strategy,”
“future,” “likely,” “may,” “might,” “should,” “will,” the negative
of these terms, and similar references to future periods.
Forward-looking statements are neither historical facts nor
assurances of future performance. Instead, they are based only on
our current beliefs, expectations and assumptions regarding the
future of our business, future plans and strategies, projections,
anticipated events and trends, the economy and other future
conditions. Because forward-looking statements relate to the
future, they are subject to inherent uncertainties, risks and
changes in circumstances that are difficult to predict and many of
which are outside of our control. A detailed discussion of some of
the risks and uncertainties that could cause our actual results and
financial condition to differ materially from the forward-looking
statements is described in IHS Markit’s filings with the U.S.
Securities and Exchange Commission.
Any forward-looking statement made by us in this release speaks
only as of the date on which it is made. We undertake no obligation
to publicly update any forward-looking statement, whether written
or oral, that may be made from time to time, whether as a result of
new information, future developments or otherwise.
About IHS Markit
IHS Markit (Nasdaq: INFO) is a world leader in critical
information, analytics and solutions for the major industries and
markets that drive economies worldwide. The company delivers
next-generation information, analytics and solutions to customers
in business, finance and government, improving their operational
efficiency and providing deep insights that lead to well-informed,
confident decisions. IHS Markit has more than 50,000 key business
and government customers, including 85 percent of the Fortune
Global 500 and the world’s leading financial institutions.
Headquartered in London, IHS Markit is committed to sustainable,
profitable growth.
IHS Markit is a registered trademark of IHS Markit Ltd. and/or
its affiliates. All other company and product names may be
trademarks of their respective owners © 2017 IHS Markit Ltd. All
rights reserved.
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version on businesswire.com: http://www.businesswire.com/news/home/20170713005640/en/
IHS MarkitMedia RelationsDan Wilinsky, +1
303-397-2468dan.wilinsky@ihsmarkit.comorInvestor RelationsEric
Boyer, +1 303-397-2969eric.boyer@ihsmarkit.com
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