01—Abstract
Summary
Summary of the 8-K filed March 1, 2024. Cited figures are marked; the original filing is the authoritative source.
The Kraft Heinz Company (KHC) disclosed that on February 27, 2024, its 100%a owned operating subsidiary, Kraft Heinz Foods Company (the Issuer), issued €550,000,000 of 3.500% Senior Notes due March 15, 2029.
The Notes were sold under an effective shelf registration statement on Form S-3 and are guaranteed on a senior basis by The Kraft Heinz Company. The notes were issued under a 2015 Indenture as supplemented by the Eleventh Supplemental Indenture dated March 1, 2024, with Deutsche Bank Trust Company Americas as trustee. The Issuer intends to use the proceeds for general corporate purposes, which may include repaying outstanding indebtedness.
Interest is payable annually on March 15, beginning March 15, 2024. The filing also reports an underwriting agreement dated February 27, 2024 with Barclays Bank PLC, Deutsche Bank AG, London Branch, and J.P. Morgan Securities plc as representatives of the underwriters.
The filing is primarily a financing disclosure. It adds a euro-denominated debt obligation to the company's capital structure, with full terms deferred to the referenced exhibits, including the Eleventh Supplemental Indenture, the form of note, and legal opinions from McGuireWoods LLP and Gibson, Dunn & Crutcher LLP.
02—Key points
Key Highlights
- Kraft Heinz Foods Company issued €550,000,000 of 3.500% Senior Notes due March 15, 2029 on February 27, 2024.
- The Notes are guaranteed on a senior basis by The Kraft Heinz Company.
- The Notes were issued under an effective Form S-3 shelf registration statement (No. 333-275255), declared effective November 15, 2023.
- Proceeds are intended for general corporate purposes, which may include repayment of outstanding indebtedness.
- Interest is payable annually on March 15, beginning March 15, 2024.
- The Issuer and Guarantor entered into an underwriting agreement dated February 27, 2024 with Barclays Bank PLC, Deutsche Bank AG, London Branch, and J.P. Morgan Securities plc as representatives.
- The notes were issued under a 2015 Indenture as supplemented by the Eleventh Supplemental Indenture dated March 1, 2024, with Deutsche Bank Trust Company Americas as trustee.
03—Questions
Frequently Asked Questions
What securities were issued?
Kraft Heinz Foods Company issued €550,000,000 of 3.500% Senior Notes due March 15, 2029, guaranteed on a senior basis by The Kraft Heinz Company.
How will the proceeds be used?
The filing states the Issuer intends to use the proceeds for general corporate purposes, which may include repayment of outstanding indebtedness.
When is interest paid and when do the Notes mature?
Interest is payable annually on March 15, beginning March 15, 2024. The Notes mature on March 15, 2029.
Under what registration and governing documents were the Notes issued?
The Notes were sold under an effective Form S-3 shelf registration (No. 333-275255) and issued under a 2015 Indenture, as supplemented by the Eleventh Supplemental Indenture dated March 1, 2024, with Deutsche Bank Trust Company Americas as trustee.
Who were the underwriters for the offering?
The underwriting agreement dated February 27, 2024 was with Barclays Bank PLC, Deutsche Bank AG, London Branch, and J.P. Morgan Securities plc as representatives of the several underwriters named therein.
04—Continue