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Hershey 8-K Report, Material Agreement (Feb 24, 2025)

Reports
Material Agreements·Financial Events·Exhibits & Filings
Filing Date
Filed February 24, 2025
Period End
February 24, 2025
Security
HSY
In the record · 2016–202610-K1110-Q358-K142

HSY filed 11 annual reports (10-K), 35 quarterly reports (10-Q) and 142 current reports (8-K) between 2016 and 2026.

  1. Deal closed8-K · Jan ’18Jan ’18
  2. Leadership change8-K · Dec ’19Dec ’19
  3. Material agreement8-K · Feb ’22Feb ’22
  4. Leadership change8-K · Sep ’26Sep ’26

Summary

Summary of the 8-K filed February 24, 2025. Cited figures are marked; the original filing is the authoritative source.

The Hershey Company closed its previously announced public offering of four series of senior notes on February 24, 2025, issuing $500 milliona aggregate principal amount of each of the following: 4.550% Notes due February 24, 2028; 4.750% Notes due February 24, 2030; 4.950% Notes due February 24, 2032; and 5.100% Notes due February 24, 2035.

Total principal raised across the four tranches is $2.0 billionb. The Notes were issued under an indenture dated as of May 14, 2009 with U.S. Bank Trust Company, National Association, as trustee. The filing is brief and is limited to Items 1.01, 2.03 and 9.01.

It discloses the closing of the offering and the creation of direct financial obligations, and it incorporates the note forms and a legal opinion on the validity of the Notes by reference as exhibits. The filing does not describe use of proceeds, interest payment terms beyond the stated coupons, or any covenants.

For investors, the key takeaways are the size of the new debt load, the staggered maturity ladder from 2028 to 2035, and the coupon on each tranche. The Notes are unsecured obligations under the existing indenture, and the filing provides no further detail on the company's financial condition.

Key Highlights

  1. Closed a public offering of $2.0 billion in total senior notes on February 24, 2025, comprising four $500 million tranches.
  2. 2028 Notes: $500 million at a 4.550% coupon, due February 24, 2028.
  3. 2030 Notes: $500 million at a 4.750% coupon, due February 24, 2030.
  4. 2032 Notes: $500 million at a 4.950% coupon, due February 24, 2032.
  5. 2035 Notes: $500 million at a 5.100% coupon, due February 24, 2035.
  6. Notes were issued under an indenture dated May 14, 2009 with U.S. Bank Trust Company, National Association, as trustee.
  7. Forms of the global notes and a legal validity opinion from Simpson Thacher & Bartlett LLP are filed as exhibits.

Frequently Asked Questions

  1. How much debt did Hershey issue in this offering?

    The Registrant issued four series of notes, each with an aggregate principal amount of $500,000,000, for a total of $2.0 billion in principal.

  2. What are the maturity dates and coupon rates of the Notes?

    The 4.550% Notes mature February 24, 2028; the 4.750% Notes mature February 24, 2030; the 4.950% Notes mature February 24, 2032; and the 5.100% Notes mature February 24, 2035.

  3. Under what indenture were the Notes issued?

    The Notes were issued under an indenture dated as of May 14, 2009, with U.S. Bank Trust Company, National Association, as trustee.

  4. Does this filing explain how the proceeds will be used?

    No. The filing discloses the closing of the offering and the terms of the Notes, but it does not state the intended use of the proceeds.

  5. Where can investors find the terms of the Notes?

    The forms of the Notes are filed as Exhibits 4.1 through 4.4, and a legal opinion from Simpson Thacher & Bartlett LLP on the validity of the Notes is filed as Exhibit 5.1.