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O REILLY AUTOMOTIVE INC 8-K Report, Material Agreement (May 14, 2018)

Filed May 14, 2018For Securities:ORLY

Summary

O'Reilly Automotive, Inc. (ORLY) announced on May 10, 2018, the execution of an Underwriting Agreement to issue and sell $500 million in aggregate principal amount of 4.350% Senior Notes due 2028. The offering, managed by J.P. Morgan Securities LLC and U.S. Bancorp Investments, Inc., is expected to yield approximately $495 million in net proceeds after accounting for underwriting discounts and expenses. The primary intention for these proceeds is to repay outstanding borrowings under the company's credit facility. Any remaining funds will be allocated towards general corporate purposes, which may encompass working capital, share repurchases, strategic investments, and potential acquisitions. The company has also filed a Statement of Computation of Ratio of Earnings to Fixed Charges as part of this report.

Key Highlights

  • 1O'Reilly Automotive entered into an Underwriting Agreement to issue $500 million of 4.350% Senior Notes due 2028.
  • 2The offering is expected to generate approximately $495 million in net proceeds.
  • 3Proceeds will primarily be used to repay outstanding credit facility borrowings.
  • 4Remaining proceeds may be used for general corporate purposes, including share repurchases and acquisitions.
  • 5The underwriting was managed by J.P. Morgan Securities LLC and U.S. Bancorp Investments, Inc.
  • 6The company filed its Statement of Computation of Ratio of Earnings to Fixed Charges.

Frequently Asked Questions

The primary purpose of the offering is to repay outstanding borrowings under O'Reilly Automotive's existing credit facility. Any remaining funds will be used for general corporate purposes such as working capital, share repurchases, and potential business investments or acquisitions.

The notes are 4.350% Senior Notes due in 2028, with an aggregate principal amount of $500 million.

The underwriters for this offering are J.P. Morgan Securities LLC and U.S. Bancorp Investments, Inc., acting as representatives for the other underwriters.

The estimated net proceeds are approximately $495 million, after deducting underwriting discounts and estimated offering expenses.