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AMAZON COM INC 8-K Report, Corporate Update (Dec 20, 2017)

Filed December 20, 2017For Securities:AMZN

Summary

Amazon.com, Inc. (AMZN) filed an 8-K report on December 20, 2017, to announce the successful completion of its previously announced offer to exchange its 5.200% Senior Notes due 2025 (the "Amazon Notes") for Whole Foods Market, Inc.'s 5.200% Senior Notes due 2025 (the "Whole Foods Market Notes"). The exchange offer resulted in $871,902,000 aggregate principal amount of Whole Foods Market Notes being tendered and accepted, representing approximately 87.19% of the total outstanding principal amount. In exchange, Amazon issued $871,747,000 aggregate principal amount of its own notes. This transaction effectively consolidates Amazon's debt related to its Whole Foods acquisition and simplifies its debt structure.

Key Highlights

  • 1Amazon completed an exchange offer for Whole Foods Market Notes, replacing them with Amazon Notes.
  • 287.19% of the outstanding Whole Foods Market Notes ($871.9 million principal amount) were exchanged.
  • 3Amazon issued $871.7 million aggregate principal amount of its own 5.200% Senior Notes due 2025.
  • 4The exchange offer was part of Amazon's integration of Whole Foods Market.
  • 5Following the exchange, $128.1 million of Whole Foods Market Notes remain outstanding.
  • 6The majority consent from Whole Foods Market Note holders allowed for amendments to the governing indenture, impacting remaining notes.
  • 7The issuance of Amazon Notes was registered under Form S-4 and declared effective by the SEC.

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