Genpact LTD Files 8-K: Material Agreement & Financial Obligation

TL;DR

Genpact LTD just filed an 8-K for a material agreement and new financial obligation. Big moves happening.

AI Summary

On May 30, 2024, Genpact Limited entered into a material definitive agreement, likely related to financing or a significant operational transaction. This filing also indicates the creation of a direct financial obligation or an off-balance sheet arrangement for the registrant. The report includes financial statements and exhibits, with the filing date being June 4, 2024.

Why It Matters

This 8-K filing signals a significant financial event for Genpact LTD, potentially impacting its balance sheet and future financial obligations.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and a new financial obligation, which could introduce new risks or alter existing ones for the company.

Key Players & Entities

• Genpact Limited (company) — Registrant
• May 30, 2024 (date) — Date of earliest event reported
• June 4, 2024 (date) — Filing date

FAQ

Key Financial Figures

• $0.01 — h registered Common shares, par value $0.01 per share G New York Stock Exchange
• $400 million — blic offering (the "Notes Offering") of $400 million aggregate principal amount of their 6.0

Filing Documents

• ny20029408x7_8k.htm (8-K) — 48KB
• ny20029408x7_ex1-1.htm (EX-1.1) — 206KB
• ny20029408x7_ex4-2.htm (EX-4.2) — 210KB
• ny20029408x7_ex5-1.htm (EX-5.1) — 20KB
• ny20029408x7_ex5-2.htm (EX-5.2) — 89KB
• ny20029408x7_ex5-3.htm (EX-5.3) — 68KB
• ny20029408x7_ex5-1img01.jpg (GRAPHIC) — 8KB
• ny20029408x7_ex5-1img02.jpg (GRAPHIC) — 62KB
• ny20029408x7_ex5-2img01.jpg (GRAPHIC) — 8KB
• 0001140361-24-028827.txt ( ) — 996KB
• g-20240530.xsd (EX-101.SCH) — 4KB
• g-20240530_lab.xml (EX-101.LAB) — 21KB
• g-20240530_pre.xml (EX-101.PRE) — 16KB
• ny20029408x7_8k_htm.xml (XML) — 4KB

01

Item 1.01. Entry into a Material Definitive Agreement. Notes Offering On June 4, 2024, Genpact Luxembourg S. r.l. ("Genpact Luxembourg") and Genpact USA, Inc. ("Genpact USA"), indirect wholly owned subsidiaries of Genpact Limited ("Genpact"), completed their previously announced underwritten public offering (the "Notes Offering") of $400 million aggregate principal amount of their 6.000% Senior Notes due 2029 (the "2029 Notes"). The 2029 Notes are Genpact Luxembourg's and Genpact USA's senior unsecured indebtedness and are guaranteed on a senior unsecured basis by Genpact. The 2029 Notes were issued pursuant to an indenture dated as of March 26, 2021 (the "Base Indenture") among Genpact Luxembourg, Genpact USA, Genpact and Computershare Trust Company, National Association (as successor to Wells Fargo Bank, National Association), as trustee (the "Trustee"), and a second supplemental indenture dated as of June 4, 2024 (the "Second Supplemental Indenture"). The 2029 Notes have been registered under the Securities Act of 1933, as amended (the "Securities Act"), pursuant to an effective shelf registration statement on Form S-3 (File No. 333-265204), as supplemented by the prospectus supplement dated May 30, 2024, filed with the Securities and Exchange Commission under the Securities Act. In connection with the issuance of the 2029 Notes, Genpact, Genpact Luxembourg and Genpact USA entered into an Underwriting Agreement dated as of May 30, 2024 (the "Underwriting Agreement"), among Genpact Luxembourg and Genpact USA, as co-issuers, Genpact, as guarantor, and the representatives of the several underwriters named therein (the "Underwriters"), pursuant to which Genpact Luxembourg and Genpact USA agreed to issue and sell the 2029 Notes to the Underwriters. For a complete description of the terms and conditions of the Underwriting Agreement, please refer to the Underwriting Agreement, which is filed as Exhibit 1.1 hereto, and is incorporated herein by reference. Th

03

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained in Item 1.01 is incorporated by reference in this Item 2.03.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits The following exhibits are filed with this Current Report on Form 8-K: Exhibit No. Description 1.1* Underwriting Agreement, dated as of May 30, 2024, among Genpact Luxembourg and Genpact USA, as co-issuers, Genpact, as guarantor, and Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, as representatives of the Underwriters. 4.1 Indenture, dated as of March 26, 2021, by and among Genpact, Genpact Luxembourg, Genpact USA and Computershare Trust Company, National Association (as successor to Wells Fargo Bank, National Association), as trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K (File No. 001-33626) filed on March 26, 2021). 4.2 Second Supplemental Indenture, dated as of June 4, 2024, by and among Genpact, Genpact Luxembourg, Genpact USA and Computershare Trust Company, National Association (as successor to Wells Fargo Bank, National Association), as trustee. 4.3 Form of 6.000% Senior Note due 2029 (included as Exhibit A to the Second Supplemental Indenture filed as Exhibit 4.2). 5.1 Opinion of Cravath, Swaine & Moore LLP. 5.2 Opinion of Allen Overy Shearman Sterling SCS socit en commandite simple (inscrite au barreau de Luxembourg) . 5.3 Opinion of Appleby (Bermuda) Limited. 23.1 Consent of Cravath, Swaine & Moore LLP (included in Exhibit 5.1). 23.2 Consent of Allen Overy Shearman Sterling SCS socit en commandite simple (inscrite au barreau de Luxembourg) (included in Exhibit 5.2). 23.3 Consent of Appleby (Bermuda) Limited (included in Exhibit 5.3). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Schedules or similar attachments have been omitted pursuant to Item 601(a)(5) of Regulation S-K. Genpact hereby undertakes to furnish copies of any of the omitted schedules or similar attachments upon request by the Securities and Exchange Commission. SIGNATURE Pursuant

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View this 8-K filing on SEC EDGAR