Summary
Lowe's Companies, Inc. filed an 8-K on September 11, 2013, to report the issuance of $1 billion in unsecured notes. This offering comprised $500 million of 3.875% notes due in 2023 and $500 million of 5.000% notes due in 2043. These notes are governed by an Amended and Restated Indenture and are unsecured, ranking equally with the company's other senior unsecured indebtedness. The filing indicates that the company does not intend to list these new securities on a national exchange or have them quoted on a quotation system. The issuance of these notes represents a material definitive agreement and the creation of a direct financial obligation for Lowe's. While the indenture restricts subsidiaries from issuing debt, it does not limit the parent company's ability to incur additional indebtedness. The report details the redemption provisions for both the 2023 and 2043 notes, including options for early redemption at specified prices and a repurchase option for holders in the event of a Change of Control Triggering Event.
Key Highlights
- 1Lowe's issued $1 billion in aggregate principal amount of unsecured notes on September 11, 2013.
- 2The issuance consists of two tranches: $500 million of 3.875% Notes due 2023 and $500 million of 5.000% Notes due 2043.
- 3The notes are unsecured and rank equally with existing and future unsecured senior indebtedness.
- 4The company does not plan to list these notes on a stock exchange or have them quoted on a quotation system.
- 5The indenture contains covenants restricting subsidiary debt issuance but not the company's own additional indebtedness.
- 6Provisions for early redemption by the company and a repurchase option for noteholders upon a Change of Control Triggering Event are outlined.