UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
September 14, 2015
The Walt Disney Company
(Exact name of registrant as specified in its charter)
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Delaware |
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1-11605 |
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No. 95-4545390 |
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(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
500 South Buena Vista Street
Burbank, California 91521
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (818) 560-1000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
On September 14, 2015, The Walt Disney Company (the “Company”) entered into a Terms Agreement with Goldman, Sachs & Co. and J.P. Morgan Securities LLC, as representatives of the underwriters named therein, with respect to the offer and sale of $500,000,000 aggregate principal amount of its 1.500% Notes Due 2018 (the “2018 Notes”), $750,000,000 aggregate principal amount of its 2.150% Notes Due 2020 (the “2020 Notes”) and $750,000,000 aggregate principal amount of its 3.150% Notes Due 2025 (the “2025 Notes” and, together with the 2018 Notes and the 2020 Notes, the “Notes”). The 2018 Notes were offered to the public at 99.915% of par and proceeds to the Company with respect to the 2018 Notes net of underwriting discounts and commissions of 0.200%, before expenses, was 99.715% of par. The 2020 Notes were offered to the public at 99.750% of par and proceeds to the Company with respect to the 2020 Notes net of underwriting discounts and commissions of 0.350%, before expenses, was 99.400% of par. The 2025 Notes were offered to the public at 99.762% of par and proceeds to the Company with respect to the 2025 Notes net of underwriting discounts and commissions of 0.450%, before expenses, was 99.312% of par. The Notes were registered under the Securities Act of 1933, as amended, pursuant to the shelf registration statement on Form S-3 (File No. 333-192690) of the Company. The Notes are being issued pursuant to a Senior Debt Securities Indenture, dated as of September 24, 2001, between the Company and Wells Fargo Bank, National Association, as trustee.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description |
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1.1 |
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Terms Agreement, dated September 14, 2015, among The Walt Disney Company and Goldman, Sachs & Co. and J.P. Morgan Securities LLC, as representatives of the underwriters named therein. |
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4.1 |
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Form of 1.500% Notes Due 2018. |
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4.2 |
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Form of 2.150% Notes Due 2020. |
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4.3 |
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Form of 3.150% Notes Due 2025. |
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5.1 |
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Opinion of White & Case LLP relating to the Notes. |
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23.1 |
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Consent of White & Case LLP (included in Exhibit 5.1 above). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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THE WALT DISNEY COMPANY | |
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By: |
/s/ Roger J. Patterson |
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Name: |
Roger J. Patterson |
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Title: |
Associate General Counsel |
Dated: September 16, 2015
EXHIBIT INDEX
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Exhibit No. |
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Description |
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1.1 |
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Terms Agreement, dated September 14, 2015, among The Walt Disney Company and Goldman, Sachs & Co. and J.P. Morgan Securities LLC, as representatives of the underwriters named therein. |
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4.1 |
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Form of 1.500% Notes Due 2018. |
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4.2 |
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Form of 2.150% Notes Due 2020. |
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4.3 |
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Form of 3.150% Notes Due 2025. |
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5.1 |
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Opinion of White & Case LLP relating to the Notes. |
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23.1 |
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Consent of White & Case LLP (included in Exhibit 5.1 above). |