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Ferguson Enterprises logoFerguson Enterprises FERG

The company said it completed the public offering on October 3, 2024 of $750,000,000 aggregate principal amount of 5.000% Senior Notes due 2034 (the Offering).

8-KOther EventsFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said it completed the public offering on October 3, 2024 of $750,000,000 aggregate principal amount of 5.000% Senior Notes due 2034 (the Offering).

  2. The company said its obligations under the Notes are fully and unconditionally guaranteed by Ferguson UK Holdings Limited, an indirect subsidiary of the company.

  3. The company said the Indenture contains covenants, including limits on the company's ability to incur certain secured debt and conditions it must satisfy to merge or consolidate with another entity, as well as customary events of default. It also said the Notes may be redeemed at its option, in whole or in part, at any time and from time to time, at the redemption prices and on the terms set out in the Indenture.

  4. The company said the Notes were sold on October 1, 2024 under an underwriting agreement with BofA Securities, Inc., J.P. Morgan Securities LLC and RBC Capital Markets, LLC as representatives of the underwriters. It said the Offering was made under an effective shelf registration statement.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

$750,000,000 5.000% Senior Notes due 2034 Offering Completed

The company said it completed the public offering on October 3, 2024 of $750,000,000 aggregate principal amount of 5.000% Senior Notes due 2034 (the Offering).

Source · Based on the filing body and exhibits

Guarantee by Ferguson UK Holdings Limited

The company said its obligations under the Notes are fully and unconditionally guaranteed by Ferguson UK Holdings Limited, an indirect subsidiary of the company.

Source · Based on the filing body and exhibits

Indenture Covenants and Optional Redemption

The company said the Indenture contains covenants, including limits on the company's ability to incur certain secured debt and conditions it must satisfy to merge or consolidate with another entity, as well as customary events of default. It also said the Notes may be redeemed at its option, in whole or in part, at any time and from time to time, at the redemption prices and on the terms set out in the Indenture.

Source · Based on the filing body and exhibits

Underwriting Agreement and Shelf Registration

The company said the Notes were sold on October 1, 2024 under an underwriting agreement with BofA Securities, Inc., J.P. Morgan Securities LLC and RBC Capital Markets, LLC as representatives of the underwriters. It said the Offering was made under an effective shelf registration statement.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.