UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): April 4, 2022
S&P Global Inc.
(Exact Name of Registrant as specified in its charter)
New York | 1-1023 | 13-1026995 | ||
(State or other jurisdiction of incorporation or organization) | (Commission File No.) | (IRS Employer Identification No.) |
55 Water Street, New York, New York 10041
(Address of Principal Executive Offices) (Zip Code)
(212) 438-1000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol | Name of Exchange on which registered | ||
Common stock (par value $1.00 per share) | SPGI | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 | Other Events. |
On April 4, 2022, S&P Global Inc. (the “Company”) announced the expiration and final results as of 11:59 p.m., New York City time, on March 31, 2022 (the “Expiration Time”) of its previously announced cash tender offer (the “Offer”) for any and all of its outstanding 5.000% senior notes due 2022, 4.000% senior notes due 2025 and 4.750% senior notes due 2025 (collectively, the “Notes”). The Offer was made exclusively pursuant to an offer to purchase dated March 4, 2022 (the “Offer to Purchase”), which set forth the terms and conditions of the Offer.
As previously announced on March 21, 2022, the Company delivered a notice of full redemption to the trustee of the Notes to redeem all of the Notes that remain outstanding following the settlement of the Offer.
A copy of the Company’s press release announcing the expiration and final results of the Offer is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in Item 8.01 of this Current Report on Form 8-K and the press release attached hereto as Exhibits 99.1 are for informational purposes only and do not constitute an offer to purchase the Notes.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits. The following exhibits are filed with this report:
(99.1) | Press Release, dated April 4, 2022. | |
(104) | Cover Page Interactive Data File (formatted as Inline XBRL). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
S&P Global Inc. | ||
/s/Alma Rosa Montanez | ||
By: | Alma Rosa Montanez | |
Assistant Corporate Secretary & Chief Corporate Counsel |
Dated: April 4, 2022