01—Abstract
Summary
Summary of the 8-K filed February 25, 2025. Cited figures are marked; the original filing is the authoritative source.
On February 25, 2025, Kraft Heinz Foods Company, a 100% owned operating subsidiary of The Kraft Heinz Company, issued $500,000,000a of 5.200% Senior Notes due 2032 and $500,000,000 of 5.400% Senior Notes due 2035 under an effective shelf registration statement on Form S-3ASR.
The notes are guaranteed on a senior basis by The Kraft Heinz Company and were issued under a 2015 indenture as supplemented by a Twelfth Supplemental Indenture. The 2032 Notes mature March 15, 2032, the 2035 Notes mature March 15, 2035, and interest is payable semi-annually on March 15 and September 15, beginning September 15, 2025. The same day, the issuer also sold €600,000,000 of 3.250%b Senior Notes due March 15, 2033 (the Euro Notes), guaranteed on a senior basis by the parent and issued under a Thirteenth Supplemental Indenture.
Interest on the Euro Notes is payable annually on March 15, beginning March 15, 2025. Proceeds from both offerings are intended for general corporate purposes, which may include repayment of outstanding indebtedness.
The filing also reports underwriting agreements for the USD Notes (dated February 19, 2025) and the Euro Notes (dated February 20, 2025), with the respective underwriter groups named in the filing. The filing incorporates the Item 1.01 disclosure by reference into Item 2.03 and lists the supporting exhibits, including indentures, forms of notes, and legal opinions from McGuireWoods LLP and Gibson, Dunn & Crutcher LLP.
02—Key points
Key Highlights
- Issued $500 million of 5.200% Senior Notes due March 15, 2032 and $500 million of 5.400% Senior Notes due March 15, 2035 (USD Notes)
- Issued €600 million of 3.250% Senior Notes due March 15, 2033 (Euro Notes) on February 25, 2025
- All notes are guaranteed on a senior basis by The Kraft Heinz Company
- USD Notes pay interest semi-annually on March 15 and September 15, beginning September 15, 2025
- Euro Notes pay interest annually on March 15, beginning March 15, 2025
- Proceeds intended for general corporate purposes, which may include repayment of outstanding indebtedness
- Offerings were made under an effective Form S-3ASR shelf registration (No. 333-284906) filed February 13, 2025
03—Questions
Frequently Asked Questions
What securities did Kraft Heinz issue in this filing?
The issuer, Kraft Heinz Foods Company, issued $500 million of 5.200% Senior Notes due 2032, $500 million of 5.400% Senior Notes due 2035, and €600 million of 3.250% Senior Notes due 2033, all on February 25, 2025.
Who guarantees the notes?
The Kraft Heinz Company, the parent of the issuer, guarantees all of the notes on a senior basis.
When do the notes mature and when are interest payments made?
The 2032 Notes mature March 15, 2032, and the 2035 Notes mature March 15, 2035, with semi-annual interest payments on March 15 and September 15 starting September 15, 2025. The Euro Notes mature March 15, 2033, with annual interest payments on March 15 starting March 15, 2025.
How will the company use the proceeds?
The issuer intends to use the proceeds from both offerings for general corporate purposes, which may include repaying outstanding indebtedness.
Under what registration and agreements were the notes sold?
The notes were sold under an effective Form S-3ASR shelf registration (No. 333-284906) filed February 13, 2025. Underwriting agreements were dated February 19, 2025 for the USD Notes and February 20, 2025 for the Euro Notes, and the notes were issued under a July 1, 2015 indenture as supplemented.
04—Continue