Item 1.01
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Entry into a Material Definitive Agreement.
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On October 2, 2017, The Blackstone
Group L.P. (the
Partnership
), Blackstone Holdings I L.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P. and Blackstone Holdings IV L.P., each indirect subsidiaries of the Partnership
(collectively with the Partnership, the
Guarantors
), and Blackstone Holdings Finance Co. L.L.C., an indirect subsidiary of the Partnership (the
Issuer
), entered into (i) a supplemental indenture (the
Tenth Supplemental Indenture
) to the indenture previously entered into on August 20, 2009 (the
Base Indenture
) with The Bank of New York Mellon, as trustee (the
Trustee
), relating to the
issuance by the Issuer of $300,000,000 aggregate principal amount of its 3.150% Senior Notes due 2027 (the
2027 Notes
) and (ii) a supplemental indenture (the
Eleventh Supplemental Indenture
and, together
with the Base Indenture and the Tenth Supplemental Indenture, the
Indenture
) to the Base Indenture with the Trustee, relating to the issuance by the Issuer of $300,000,000 aggregate principal amount of its 4.000% Senior Notes due
2047 (the
2047 Notes
and, together with the 2027 Notes, the
Notes
).
The 2027 Notes bear interest at
a rate of 3.150% per annum and the 2047 Notes bear interest at a rate of 4.000% per annum, in each case accruing from October 2, 2017. Interest is payable semiannually in arrears on April 2 and October 2 of each year, commencing
on April 2, 2018. The 2027 Notes will mature on October 2, 2027 and the 2047 Notes will mature on October 2, 2047, unless earlier redeemed or repurchased. The Notes are unsecured and unsubordinated obligations of the Issuer. The Notes
will be fully and unconditionally guaranteed (the
Guarantees
), jointly and severally, by each of the Guarantors. The Guarantees are unsecured and unsubordinated obligations of the Guarantors.
The Indenture includes covenants, including limitations on the Issuers and the Guarantors ability to, subject to exceptions, incur
indebtedness secured by liens on voting stock or profit participating equity interests of their subsidiaries or merge, consolidate or sell, transfer or lease assets. The Indenture also provides for events of default and further provides that the
Trustee or the holders of not less than 25% in aggregate principal amount of the outstanding Notes may declare the Notes immediately due and payable upon the occurrence and during the continuance of any event of default after expiration of any
applicable grace period. In the case of specified events of bankruptcy, insolvency, receivership or reorganization, the principal amount of the Notes and any accrued and unpaid interest on the Notes automatically become due and payable. Prior to
July 2, 2027 in the case of the 2027 Notes (three months prior to the maturity date of the 2027 Notes) and April 2, 2047 in the case of the 2047 Notes (six months prior to the maturity date of the 2047 Notes), the Notes may be redeemed at
the Issuers option in whole or in part, at any time and from time to time, at the make-whole redemption price set forth in the Notes plus any accrued and unpaid interest on the Notes redeemed to, but not including, the date of redemption. On
or after July 2, 2027 in the case of the 2027 Notes (three months prior to the maturity date of the 2027 Notes) and April 2, 2047 in the case of the 2047 Notes (six months prior to the maturity date of the 2047 Notes), the Notes may be
redeemed at the Issuers option in whole or in part, at any time and from time to time, at par plus any accrued and unpaid interest on the Notes redeemed to, but not including, the date of redemption. If a change of control repurchase event
occurs, the Notes are subject to repurchase by the Issuer at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes repurchased plus any accrued and unpaid interest on the Notes repurchased to, but not including, the
date of repurchase.
The preceding is a summary of the terms of the Base Indenture, the Tenth Supplemental Indenture, the Eleventh
Supplemental Indenture and the form of the Notes, and is qualified in its entirety by reference to the Base Indenture attached hereto as Exhibit 4.1, the Tenth Supplemental Indenture attached as Exhibit 4.2 to this report, the form of the 2027 Notes
attached as Exhibit 4.3 to this report, the Eleventh Supplemental Indenture attached as Exhibit 4.4 to this report and the form of the 2047 Notes attached as Exhibit 4.5 to this report, each of which is incorporated herein by reference as though
they were fully set forth herein. A copy of the press release announcing the completion of the offering is attached hereto as Exhibit 99.1.