8-KMaterial AgreementsExhibits & Filings

O REILLY AUTOMOTIVE INC 8-K Report, Material Agreement (Aug 13, 2024)

Filed August 13, 2024For Securities:ORLY

Summary

O'Reilly Automotive, Inc. (ORLY) announced on August 12, 2024, that it has entered into an Underwriting Agreement to issue and sell $500 million in aggregate principal amount of 5.000% Senior Notes due 2034. The net proceeds, estimated at approximately $495 million after fees and discounts, are primarily intended to repay outstanding amounts under the company's commercial paper program. Any remaining proceeds will be allocated to general corporate purposes, including working capital, stock repurchases, and potential business investments like acquisitions. This debt issuance provides O'Reilly with a clear strategy for managing its short-term debt obligations and offers financial flexibility for future growth initiatives.

Key Highlights

  • 1O'Reilly entered into an Underwriting Agreement on August 12, 2024.
  • 2The company will issue $500 million in aggregate principal amount of 5.000% Senior Notes due 2034.
  • 3Estimated net proceeds from the offering are approximately $495 million.
  • 4The primary use of proceeds is to repay a portion of amounts outstanding under the company's commercial paper program.
  • 5Remaining proceeds may be used for general corporate purposes, including working capital, stock repurchases, and acquisitions.
  • 6The offering involves J.P. Morgan Securities LLC, BofA Securities, Inc., and U.S. Bancorp Investments, Inc. as underwriters.

Frequently Asked Questions

The primary purpose of this debt issuance is to repay a portion of the outstanding amounts under O'Reilly's commercial paper program, effectively refinancing short-term debt with longer-term senior notes.

O'Reilly expects to receive approximately $495 million in net proceeds from the offering, after deducting underwriting discounts and estimated offering expenses.

Any remaining net proceeds are intended for general corporate purposes. This could include supporting ordinary course working capital needs, repurchasing shares of its common stock, making investments in other business opportunities such as acquisitions, and covering related fees and expenses.

The new Senior Notes will carry a fixed interest rate of 5.000% per annum.