News Corporation 5.125% Senior Notes Report - Key Financial Insights

Here's a summary of the key information extracted from the provided financial report:

Financial Instrument Details

Type of Instrument: 5.125% Senior Notes
Aggregate Principal Amount: $500,000,000
Due Date: February 15, 2032
Interest Payment Dates: Semi-annually on February 15 and August 15, starting August 15, 2022.

Offering Details

Offering Type: Private placement under Rule 144A and Regulation S of the Securities Act.
Use of Proceeds: General corporate purposes, including acquisitions from S&P Global Inc. and IHS Markit Ltd.

Redemption Provisions

Early Redemption:
Prior to February 15, 2027, redemption at 100% plus a “make-whole” premium.
Up to 40% can be redeemed prior to February 15, 2025, at 105.125% of the principal amount with proceeds from equity offerings.

Covenants and Default Conditions

Covenants Include:
Limitations on incurring liens and consolidating/merging with another entity.
Change of Control: Requires an offer to purchase the Notes at 101% of the principal amount upon triggering events.
Events of Default: Includes failure to make payments, non-compliance with covenants, bankruptcy events, etc.

Exhibits

Exhibit 4.1: Indenture dated February 11, 2022, between the Company and U.S. Bank Trust Company, National Association.
Exhibit 4.2: Form of 5.125% Senior Notes due 2032 included in Exhibit 4.1.

Signatory

Signed By: Michael L. Bunder, Senior Vice President, Deputy General Counsel, and Corporate Secretary.

Additional Information

This report serves as a current report on Form 8-K filed with the SEC, detailing a significant financial agreement and related terms, which are crucial for investors and analysts to understand the company's financial position and obligations.

This summary encapsulates the essential details regarding the issuance of the senior notes and can serve as a basis for further financial analysis or decision-making.