UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): June 7, 2012
VIACOM INC. |
(Exact name of registrant as specified in its charter) |
Delaware | 001-32686 | 20-3515052 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
1515 Broadway, New York, NY | 10036 | |||||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (212) 258-6000
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):
¨ | 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)) |
Section 8 Other Events
Item 8.01 | Other Events. |
On June 7, 2012, Viacom Inc. (the Company) announced that it had agreed to issue and sell $100,000,000 aggregate principal amount of 1.250% Senior Notes due 2015 (the 2015 Senior Notes) and $300,000,000 aggregate principal amount of 3.125% Senior Notes due 2022 (the 2022 Senior Notes and, together with the 2015 Senior Notes, the Senior Notes). The 2015 Senior Notes are a further issuance of the $500,000,000 aggregate principal amount of 1.250% Senior Notes due 2015 issued by the Company on February 28, 2012. The sale of the Senior Notes is expected to close on June 14, 2012. In connection with the issuance and sale of the Senior Notes, on June 7, 2012, the Company entered into an underwriting agreement (the Underwriting Agreement) with Deutsche Bank Securities Inc. and J.P. Morgan Securities LLC, as representatives of the underwriters named in Schedule 1 thereto. The offering is being made pursuant to the Companys effective registration statement on Form S-3 (Registration Statement No. 333-162962) previously filed with the Securities and Exchange Commission (the Registration Statement). The foregoing description of the Underwriting Agreement is qualified in its entirety by reference to the text of the Underwriting Agreement, a copy of which is filed herewith as Exhibit 1.1.
The Company incorporates by reference the Underwriting Agreement filed herewith as Exhibit 1.1 into the Registration Statement, pursuant to which the Senior Notes were registered.
Section 9 Financial Statements and Exhibits
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits. The following exhibit is filed as part of this Report on Form 8-K:
Exhibit No. |
Description of Exhibit | |
1.1 |
Underwriting Agreement, dated June 7, 2012, among Viacom Inc., Deutsche Bank Securities Inc. and J.P. Morgan Securities LLC, as representatives of the underwriters named in Schedule 1 thereto. |
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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.
VIACOM INC. | ||||
By: | /s/ Michael D. Fricklas | |||
Name: | Michael D. Fricklas | |||
Title: | Executive Vice President, General Counsel and Secretary |
Date: June 13, 2012
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Exhibit Index
Exhibit No. |
Description of Exhibit | |
1.1 |
Underwriting Agreement, dated June 7, 2012, among Viacom Inc., Deutsche Bank Securities Inc. and J.P. Morgan Securities LLC, as representatives of the underwriters named in Schedule 1 thereto. |
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