01—Abstract
Summary
Summary of the 8-K filed April 25, 2025. Cited figures are marked; the original filing is the authoritative source.
On April 25, 2025, HP Inc. closed a public offering of two series of senior notes registered under its Form S-3 shelf registration statement (File No. 333-277493, filed February 29, 2024).
The offering consisted of $500,000,000a aggregate principal amount of 5.400% notes due 2030 and $500,000,000 aggregate principal amount of 6.100% notes due 2035, for a combined $1.0 billion in principal. The notes were issued under the company's Indenture dated June 17, 2020 with The Bank of New York Mellon Trust Company, N.A. as original trustee, as amended and supplemented, including by a third supplemental indenture dated April 14, 2025. That supplemental indenture added U.S. Bank Trust Company, National Association as successor trustee.
The officers' certificate dated April 25, 2025, which sets the terms of the notes under Section 301 of the Indenture, and a legal opinion and consent from Gibson, Dunn & Crutcher LLP were filed with the report. The filing is administrative in nature and reports the completion of the debt issuance and the related indenture documentation. It does not state the use of proceeds or any financial results.
02—Key points
Key Highlights
- Closed a public offering of $1.0 billion in total senior notes on April 25, 2025.
- $500,000,000 aggregate principal amount of 5.400% notes due 2030 issued.
- $500,000,000 aggregate principal amount of 6.100% notes due 2035 issued.
- Notes were registered under the Form S-3 shelf registration statement (File No. 333-277493) filed February 29, 2024.
- Issued under the Indenture dated June 17, 2020, as amended and supplemented by a third supplemental indenture dated April 14, 2025.
- U.S. Bank Trust Company, National Association was named successor trustee under the third supplemental indenture.
- Gibson, Dunn & Crutcher LLP provided a legal opinion and consent in connection with the issuance.
03—Questions
Frequently Asked Questions
How much debt did HP Inc. issue, and what are the terms?
HP issued $500 million of 5.400% notes due 2030 and $500 million of 6.100% notes due 2035, totaling $1.0 billion in aggregate principal amount. The terms of each series are set out in an officers' certificate dated April 25, 2025, issued under Section 301 of the Indenture.
Under what legal framework were the notes issued?
The notes were issued under the Indenture dated June 17, 2020 between HP and The Bank of New York Mellon Trust Company, N.A., as amended and supplemented, including by the third supplemental indenture dated April 14, 2025, among HP, U.S. Bank Trust Company, National Association (as successor trustee), and BNY Mellon.
Were the notes registered with the SEC?
Yes. The notes were registered under the Securities Act pursuant to HP's shelf registration statement on Form S-3 (File No. 333-277493), filed with the SEC on February 29, 2024.
Who is the trustee for the notes?
U.S. Bank Trust Company, National Association is the successor trustee under the Indenture as amended by the third supplemental indenture. The Bank of New York Mellon Trust Company, N.A. was the first trustee and is a party to the supplemental indenture.
Does the filing disclose how HP will use the proceeds?
No. The filing describes the completed offering and related indenture and legal documents, but it does not state the intended use of the proceeds.
04—Continue