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EX-99.1 - EX-99.1 - INTERACTIVE DATA CORP/MA/d718683dex991.htm

 

 

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): May 2, 2014

 

 

Interactive Data Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-31555   13-3668779

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

32 Crosby Drive, Bedford, Massachusetts   01730
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (781) 687-8500

 

(Former name or former address, if changed since last report)

 

 

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))

 

 

 


This Current Report on Form 8-K is filed by Interactive Data Corporation, a Delaware corporation (the “Company”), in connection with the matters described herein.

 

Item 8.01 Other Events

Closing of Senior Notes Due 2019

The Company today announced the closing of its offering of $350 million in aggregate principal amount of Senior Notes due 2019 (the “Notes”).

The Company estimates that the net proceeds from the offering will be approximately $344.8 million, after deducting the initial purchaser discount. The Company intends to use the net proceeds from the offering, together with the net proceeds of the borrowings under the Company’s new $1.9 billion term loan and approximately $90 million in cash, to refinance its $1.3 billion existing term loan, to redeem its existing $700 million 10.25% Senior Notes due 2018, and to fund a distribution to its parent entities, which in turn intend to pay a distribution of approximately $273 million to their equity holders.

This current report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy the Notes nor shall there be any sale of the Notes in any state in which such offer, solicitation or sale would be unlawful. The Notes to be offered have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”) or applicable state securities laws, and may not be offered or sold in the United States absent registration or pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

The following document is attached as an exhibit to this Current Report on Form 8-K:

 

Exhibit

Number

  

Description

99.1    Press Release, dated May 2, 2014, of Interactive Data Corporation entitled “Interactive Data Corporation Announces Closing of $350 million of Senior Notes.”

Cautionary Note Regarding Forward-Looking Statements

This current report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, but are not limited to, statements related to the anticipated use of proceeds of the offering of the Notes and borrowings under the Company’s new credit facility. These forward-looking statements reflect the current views of the Company with respect to future events and are based on assumptions and are subject to risks and


uncertainties. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise. For additional information concerning risks, uncertainties and other factors that may cause actual results to differ from those anticipated in the forward-looking statements, and risks to the Company’s business in general, please refer to the Company’s SEC filings, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2013.

 

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SIGNATURE

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.

 

Date: May 2, 2014   INTERACTIVE DATA CORPORATION
 

/s/ VINCENT A. CHIPPARI

  Vincent A. Chippari
  Senior Vice President and Chief Financial Officer

 

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