Business Context and Reporting Period
Company: Fair Isaac Corporation (FICO)
Filing Type: Form 8-K (Current Report)
Date of Report: March 11, 2026
Event: Pricing of a private offering of Senior Notes due 2034.
Key Financial Metrics
This filing reports on a capital market transaction rather than operational performance. No revenue, profit, cash flow, or margin data is provided in this document.
- New Debt Issuance: $1.0 billion aggregate principal amount of Senior Notes due 2034.
- Debt Redemption Target: $400 million aggregate principal amount of 5.25% Senior Notes due 2026 (issued May 8, 2018).
- Other Debt Obligations: Proceeds will also be used to repay indebtedness under the Third Amended and Restated Credit Agreement dated May 13, 2025.
Material Changes
The primary material change is the expansion of the company's long-term debt structure through the issuance of $1.0 billion in new notes. Concurrently, the company plans to reduce its near-term debt maturity profile by redeeming $400 million of 2026 Senior Notes in full.
Guidance, Outlook, and Use of Proceeds
Management intends to use the net proceeds from the Notes Offering for the following purposes:
- Repayment of certain indebtedness under the Credit Agreement dated May 13, 2025.
- Funding the full redemption of the $400 million 5.25% Senior Notes due 2026.
- Paying related fees and expenses.
- General corporate purposes, which may include repurchases of common stock.
Note: This filing does not constitute a formal notice of redemption for the 2018 Senior Notes. The new Notes are not registered under the Securities Act and are offered only to eligible purchasers.
Investor Verification Checklist
- Verify the specific interest rate and yield of the new Senior Notes due 2034 in the attached press release (Exhibit 99.1).
- Confirm the exact timing and premium (if any) for the redemption of the 5.25% Senior Notes due 2026.
- Review the terms of the Third Amended and Restated Credit Agreement to understand the specific portion of indebtedness being repaid.
- Assess the impact of the new debt issuance on the company's leverage ratios and liquidity position.