8-KFinancial EventsExhibits & Filings

CHURCH & DWIGHT CO INC /DE/ 8-K Report, Financial Obligation (Nov 2, 2022)

Filed November 2, 2022For Securities:CHD

Summary

Church & Dwight Co., Inc. (CHD) has announced the closing of a $500 million offering of 5.600% Senior Notes due 2032. The primary purpose of this issuance is to refinance commercial paper debt previously incurred to fund the acquisition of Hero Cosmetics, Inc., the company behind the popular Mighty Patch® brand. This strategic move aims to manage short-term debt related to a significant acquisition, providing a more structured, long-term capital solution. Investors should note that these notes are senior unsecured obligations, ranking equally with other senior unsecured debt of the company. However, they are effectively subordinated to any secured debt and structurally subordinated to obligations of subsidiaries. The issuance includes standard covenants that restrict certain corporate actions like the creation of liens and significant asset disposals, with customary exceptions. The notes carry a fixed interest rate of 5.600% and mature in November 2032, with redemption options available to the company under specific terms.

Key Highlights

  • 1Company closed a $500 million offering of 5.600% Senior Notes due 2032.
  • 2Proceeds will be used to repay commercial paper debt used for the acquisition of Hero Cosmetics, Inc.
  • 3The notes mature on November 15, 2032.
  • 4Interest rate on the notes is 5.600% per annum, payable semi-annually.
  • 5Notes are senior unsecured obligations, ranking equally with other senior unsecured debt.
  • 6Notes are effectively subordinated to secured debt and structurally subordinated to subsidiary obligations.
  • 7Standard restrictive covenants regarding liens, mergers, and asset sales are in place.

Frequently Asked Questions

The primary purpose of issuing these $500 million in Senior Notes is to repay commercial paper debt that was incurred to finance the recent acquisition of Hero Cosmetics, Inc., the developer of the Mighty Patch® brand.

The notes have a fixed interest rate of 5.600% per annum, with interest payable on May 15 and November 15 of each year, beginning May 15, 2023. The notes mature on November 15, 2032.

The notes are classified as senior unsecured obligations, meaning they rank equally in right of payment with other existing and future senior unsecured debt of Church & Dwight. However, they are effectively subordinated to any secured debt the company may have and are structurally subordinated to all obligations of the company's subsidiaries.

Yes, the indenture governing these notes includes covenants that restrict the creation of liens, sale-leaseback transactions, consolidations, mergers, and dispositions of substantially all of the company's assets. These covenants are subject to certain exceptions and qualifications.