Gartner Inc. closed its previously announced offering of $800 million aggregate principal amount of 5.125% senior notes due 2025.
Interest is payable April 1 and Oct. 1 of each year, beginning with Oct. 1, 2017. The notes will mature April 1, 2025.
Gartner said it plans to use the offering's net proceeds, cash on hand and borrowings under an amended senior secured credit facility, along with new credit facilities, to fund the cash consideration and other amounts due for the company's $2.6 billion acquisition of CEB Inc. The company said previously the funds will be used for repayment of certain outstanding CEB debts and other fees and expenses.
If the merger is not completed by Oct. 5, the company said the merger agreement will be terminated without being consummated. Gartner said that if that is the case, all the notes will be redeemed at a price equal to 100% of the principal amount plus accrued and unpaid interest up to, but not including, the redemption date.
The company, which initially planned to offer $600 million of the notes, is capable of redeeming some or all of the notes on or after April 1, 2020, for cash at redemption prices plus accrued and unpaid interest to the redemption date. Before the maturation date, the company can redeem up to 40% of the notes' aggregate principal amount with the proceeds of certain equity offerings at a redemption price of 105.125% plus accrued or unpaid interest to, but not including, the redemption date.
The company may also redeem some or all of the notes before the maturation date at a redemption price of 100% of the principal amount plus any interests up to, but not including, the redemption date, plus a make-whole premium.