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): March 15, 2017
________________________
THE WESTERN UNION COMPANY
(Exact name of registrant
as specified in its charter)
________________________
| Delaware | 001-32903 | 20-4531180 |
| (State or other jurisdiction | (Commission File | (I.R.S. Employer |
| of incorporation) | Number) | Identification No.) |
| 12500 East Belford Avenue | |
| Englewood, Colorado | 80112 |
| (Address of principal executive offices) | (Zip Code) |
(866) 405-5012
(Registrant’s telephone
number, including area code)
N/A
(Former name or former address, if changed since
last report.)
________________________
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | 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 March 15, 2017, The Western Union Company (the “Company”) completed the offering and sale of $400,000,000 aggregate principal amount of its 3.600% Notes due 2022 (the “Notes”) pursuant to an Underwriting Agreement, dated March 8, 2017 (the “Underwriting Agreement”), entered into by the Company with Barclays Capital Inc., Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Representatives of the several Underwriters named therein, with respect to the offering and sale of the Notes by the Company. The Notes were issued under the Company’s Registration Statement on Form S-3 (Registration No. 333-213943), and pursuant to the Indenture, dated as of November 17, 2006, between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”), as supplemented by the Supplemental Indenture dated as of September 6, 2007 between the Company and the Trustee. The Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The sale of the Notes closed on March 15, 2017. The form of Note is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.
In connection with the issuance of the Notes, Sidley Austin LLP provided the Company with the legal opinion attached to this Current Report on Form 8-K as Exhibit 5.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed with this Current Report on Form 8-K:
| Exhibit | ||
| Number | Description of Exhibit | |
| 1.1 | Underwriting Agreement, dated as of March 8, 2017, by and among the Company, Barclays Capital Inc., Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Representatives of the several Underwriters named therein, relating to the Notes. | |
| 4.1 |
Form of 3.600% Note due 2022. | |
| 5.1 | Opinion of Sidley Austin LLP relating to the Notes. |
SIGNATURE
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.
| THE WESTERN UNION COMPANY | ||
| Dated: March 15, 2017 | By: | /s/ Darren A. Dragovich |
| Name: | Darren A. Dragovich | |
| Title: | Vice President and Assistant Secretary | |
EXHIBIT INDEX
| Exhibit | ||
| Number | Description of Exhibit | |
| 1.1 | Underwriting Agreement, dated as of March 8, 2017, by and among the Company, Barclays Capital Inc., Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Representatives of the several Underwriters named therein, relating to the Notes. | |
| 4.1 | Form of 3.600% Note due 2022. | |
| 5.1 | Opinion of Sidley Austin LLP relating to the Notes. |