On July 10, 2025, Evercore Inc. entered into a note purchase agreement (the Note Purchase Agreement") among the Issuer and the purchasers party thereto, pursuant to which the Issuer will issue $125,000,000 aggregate principal amount of 5.17% Series K senior notes due 2030 (the Series K Notes") and $125,000,000 of 5.47% Series L senior notes due 2032 (the Series L Notes" and together with the Series K Notes, the Notes") on July 24, 2025 in a private placement exempt from registration under the Securities Act. Interest on the Notes will be payable semi-annually in arrears on April 30 and October 30 of each year, commencing on October 30, 2025. Interest on the Notes will accrue from and including July 24, 2025.
The Series K Notes will mature on July 24, 2030 and the Series L Notes will mature on July 24, 2032. The Issuer intends to use a portion of the net proceeds from the issue and sale of the Notes to repay maturing notes in the next twelve months issued under prior note purchase agreements. The remaining net proceeds will be used for general corporate purposes.
The Note Purchase Agreement contains certain covenants, including (i) a Maximum Consolidated Leverage Ratio (as defined in the Note Purchase Agreement) of 2.75 to 1.0 as of the last day of any period of four consecutive fiscal quarters and (ii) a Minimum Consolidated Tangible Net Worth (as defined in the Note Purchase Agreement) of $325,000,000 as of the last day of any fiscal quarter, and other customary covenants.
