01—Abstract
Summary
Summary of the 8-K filed June 25, 2026. Cited figures are marked; the original filing is the authoritative source.
Agilent Technologies, Inc. announced on June 25, 2026, the successful closing of a $600 milliona offering of 4.900% Senior Notes due 2032.
These notes were sold in a private placement to qualified institutional buyers and offshore investors. The offering was conducted under Rule 144A and Regulation S, with Citigroup Global Markets Inc., Mizuho Securities USA LLC, and SG Americas Securities, LLC acting as the initial purchasers. The issuance of these notes, governed by an indenture originally dated March 12, 2021, and supplemented by a Fourth Supplemental Indenture dated June 25, 2026, represents a significant debt financing for the company.
The notes bear a fixed annual interest rate of 4.900%b, payable semi-annually, and mature on January 15, 2032. While these notes are senior unsecured obligations, they are not guaranteed by any subsidiaries. The company has also entered into a registration rights agreement to facilitate an exchange offer for these notes, with provisions for additional interest if certain registration deadlines are not met.
02—Key points
Key Highlights
- Agilent Technologies closed a $600 million offering of 4.900% Senior Notes due 2032.
- The notes were issued in a private placement to qualified institutional buyers and offshore investors.
- The notes mature on January 15, 2032, and carry a fixed annual interest rate of 4.900%, payable semi-annually.
- These are senior unsecured obligations of Agilent Technologies and are not guaranteed by subsidiaries.
- The company entered into a Registration Rights Agreement to register an exchange offer for the notes.
- Failure to complete the exchange offer by June 25, 2027, or meet other registration obligations, may result in additional interest payments of up to 0.50% per annum.
- The indenture includes covenants restricting liens, sale and lease-back transactions, and limitations on fundamental corporate changes.
03—Questions
Frequently Asked Questions
What is the purpose of this $600 million note issuance?
While the specific use of proceeds is not detailed in this filing, such debt issuances are typically used for general corporate purposes, including funding operations, capital expenditures, acquisitions, or refinancing existing debt.
What are the key terms of the new Senior Notes?
The notes have a principal amount of $600 million, mature on January 15, 2032, and bear a fixed interest rate of 4.900% per annum, paid semi-annually. They are senior unsecured obligations of Agilent Technologies.
What happens if Agilent Technologies fails to register the exchange offer for these notes?
If Agilent fails to complete the exchange offer by June 25, 2027, or if a registered exchange offer is not available under certain circumstances, the company must use commercially reasonable efforts to file and keep effective a shelf registration statement for resales. If the company fails to meet these registration obligations, the annual interest rate on the notes will increase by 0.25% per annum for the first 90-day period and an additional 0.25% for each subsequent 90-day period, up to a maximum of 0.50% per annum. This additional interest is the sole remedy for holders in such an event.
Are these notes guaranteed by Agilent's subsidiaries?
No, the 4.900% Senior Notes due 2032 are the Company's senior unsecured obligations and are not guaranteed by any of its subsidiaries.
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