MSFT 8-K — Smart Summary

On November 6, 2023, Microsoft Corporation completed the early settlement of exchange offers in which outstanding Activision Blizzard, Inc. senior notes were exchanged for new Microsoft-issued notes and cash; the accepted Activision Blizzard notes were retired and canceled, and Microsoft issued five new series of senior unsecured notes totaling approximately $3,389,083,000 in aggregate principal amount.

• Exchange Offers completed November 6, 2023 (Early Settlement date)
• Activision Blizzard notes tendered and accepted: $762,456,000 of 3.400% Senior Notes due 2026; $353,183,000 of 3.400% Senior Notes due 2027; $442,842,000 of 1.350% Senior Notes due 2030; $391,290,000 of 4.500% Senior Notes due 2047; $1,439,312,000 of 2.500% Senior Notes due 2050
• Remaining outstanding Activision Blizzard notes after Early Settlement: $87,544,000 (2026); $43,817,000 (2027); $57,158,000 (2030); $8,710,000 (2047); $60,688,000 (2050)
• Microsoft issued five new series of senior unsecured notes under the Fifteenth Supplemental Indenture dated November 6, 2023: $762,456,000 at 3.400% due September 15, 2026; $353,183,000 at 3.400% due June 15, 2027; $442,842,000 at 1.350% due September 15, 2030; $391,290,000 at 4.500% due June 15, 2047; $1,439,312,000 at 2.500% due September 15, 2050
• New Microsoft Notes are senior unsecured obligations ranking equally with Microsoft's other unsecured and unsubordinated debt
• Supplemental indentures amending Activision Blizzard indentures (eliminating certain covenants, restrictive provisions, and events of default) were executed October 27, 2023 and became operative upon Early Settlement
• Registration Rights Agreement dated November 6, 2023 requires Microsoft to use commercially reasonable efforts to file and complete a registered exchange offer; additional interest of up to 1.0% per annum payable if registered exchange offer not completed on or prior to January 29, 2025