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Prudential Financial 8-K Report, Material Agreement (Jul 16, 2024)

Reports
Material Agreements·Financial Events·Exhibits & Filings
Filing Date
Filed July 16, 2024
Period End
July 15, 2024
Securities
PRUPFHPRSPRH
In the record · 2016–202610-K1110-Q328-K198

PRU filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 198 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Dec ’17Dec ’17
  2. Leadership change8-K · Feb ’20Feb ’20
  3. Deal closed8-K · Apr ’22Apr ’22
  4. Leadership change8-K · Mar ’26Mar ’26

01—Abstract

Summary

Summary of the 8-K filed July 16, 2024. Cited figures are marked; the original filing is the authoritative source.

Prudential Financial, Inc. (PRU) and its subsidiary Prudential Funding, LLC entered into a $4 billiona five-year credit agreement on July 15, 2024, with JPMorgan Chase Bank, N.A. as Administrative Agent and Several L/C Agent, along with other lenders.

The agreement is a Fourth Amended and Restated Credit Agreement that replaces the company's previously existing $4 billionb five-year credit facility. The Prudential Insurance Company of America is a party for purposes of providing certain representations, warranties and covenants, but is not a borrower. The facility may be used for general corporate purposes, including working capital needs of the company and its subsidiaries, and may be drawn as standby letters of credit to support operating needs.

The filing states that there are currently no amounts outstanding under either the new facility or the previous one. Borrowings are not contingent on the borrowers' credit ratings and are not subject to material adverse change clauses, but are conditioned on customary terms, including maintaining consolidated net worth of at least $22,064,700,000,c calculated under U.S. GAAP equity excluding accumulated other comprehensive income (loss), non-controlling interests, the Closed Block equity, and certain ASU 2018-12 adjustments. For investors, the filing primarily reflects a liquidity backstop renewal rather than a new borrowing.

The filing notes that lenders and agents may provide other banking and advisory services to the company and receive customary compensation for them. The full terms, including interest rates and commitment fees, are set out in the credit agreement filed as Exhibit 10.1.

02—Key points

Key Highlights

  1. Prudential Financial and Prudential Funding, LLC entered into a $4 billion five-year credit agreement on July 15, 2024, amending and restating the prior $4 billion five-year facility.
  2. JPMorgan Chase Bank, N.A. serves as Administrative Agent and Several L/C Agent, with other financial institutions as lenders.
  3. No amounts are outstanding under either the new or the previous credit facility.
  4. Borrowings may be used for general corporate purposes, working capital, and standby letters of credit for the company and its subsidiaries.
  5. Borrowings are not contingent on credit ratings and are not subject to material adverse change clauses.
  6. A condition of borrowing is maintaining consolidated net worth of at least $22,064,700,000, calculated under U.S. GAAP excluding AOCI, non-controlling interests, and Closed Block equity.
  7. The full agreement, including interest rates and commitment fees, is filed as Exhibit 10.1.

03—Questions

Frequently Asked Questions

  1. How large is the new credit facility and who are the parties?

    The facility is a $4 billion five-year credit agreement among Prudential Financial, Inc. and Prudential Funding, LLC as borrowers, with JPMorgan Chase Bank, N.A. as Administrative Agent and Several L/C Agent, and other lenders. The Prudential Insurance Company of America is a party for representations, warranties and covenants but is not a borrower.

  2. Is any money currently borrowed under the facility?

    No. The filing states there are currently no amounts outstanding under the Five Year Credit Facility or the previously existing credit facility.

  3. What is the purpose of the facility?

    Borrowings may be used for general corporate purposes, including funding working capital needs of the company and its subsidiaries. Amounts may also be drawn as standby letters of credit to meet operating needs.

  4. What conditions apply to borrowing?

    Borrowings are conditioned on customary terms and on maintaining consolidated net worth of at least $22,064,700,000, calculated as U.S. GAAP equity excluding accumulated other comprehensive income (loss), non-controlling interests, Closed Block equity, and certain ASU 2018-12 adjustments. The filing states borrowings are not contingent on credit ratings or subject to material adverse change clauses.

  5. Where can investors find the interest rate and fee terms?

    The filing states that borrowing rates and commitment fees on undrawn amounts are set out in the credit agreement, which is filed as Exhibit 10.1 to the Form 8-K.

04—Continue

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