How much debt did Tyson Foods issue and when do the notes mature?

Tyson Foods completed the sale of $600 million of 5.400% Senior Notes due March 15, 2029 and $900 million of 5.700% Senior Notes due March 15, 2034, for a combined $1.5 billion in principal.

What is the ranking of the new notes relative to Tyson's other debt?

The notes are general senior unsecured obligations of the company and rank equally in right of payment with all of its other existing and future senior unsecured indebtedness, including other senior notes issued under the indenture.

When do interest payments begin and how often are they paid?

Interest is payable semiannually in arrears on March 15 and September 15 of each year, commencing September 15, 2024, computed on a 360-day year of twelve 30-day months.

Under what conditions can the notes be accelerated?

Upon certain events of default, either the trustee or holders of not less than 25% of the aggregate principal amount of outstanding notes may declare the unpaid principal and accrued interest immediately due and payable. Certain bankruptcy, insolvency or reorganization events cause automatic acceleration.

TSN 8-K: Material Agreements & Financial Events

01—Abstract

Summary

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

Tyson Foods, Inc. (TSN) reported on this Form 8-K that on March 8, 2024 it completed its previously announced public offerings and sale of $600,000,000^a aggregate principal amount of 5.400% Senior Notes due 2029 and $900,000,000 aggregate principal amount of 5.700% Senior Notes due 2034.

The notes were sold under the company's Form S-3 registration statement (No. 333-272538) and a prospectus supplement dated February 28, 2024, and were issued under a 1995 base indenture with The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by separate supplemental indentures dated March 8, 2024. The notes are general senior unsecured obligations of the company, ranking equally in right of payment with its other existing and future senior unsecured indebtedness. Interest is payable semiannually on March 15 and September 15, beginning September 15, 2024, and the 2029 and 2034 notes mature on March 15, 2029 and March 15, 2034, respectively.

The indenture contains covenants that limit the company and certain subsidiaries from incurring secured debt, entering sale and lease-back transactions, and consolidating, merging or transferring substantially all assets, subject to important exceptions. Events of default allow the trustee or holders of at least 25%^b of outstanding principal to accelerate the notes, and bankruptcy-related events trigger automatic acceleration.

For investors, the filing is primarily a debt financing disclosure that adds $1.5 billion^c of new senior unsecured notes to the company's capital structure, with the filing itself stating the coupons, maturities and covenant framework. The filing does not describe the use of proceeds, and the redemption terms are governed by the supplemental indentures, which are filed as exhibits.

02—Key points

Key Highlights

Completed sale of $600 million of 5.400% Senior Notes due March 15, 2029
Completed sale of $900 million of 5.700% Senior Notes due March 15, 2034, for total issuance of $1.5 billion
Notes are general senior unsecured obligations ranking equally with all other existing and future senior unsecured indebtedness
Interest payable semiannually on March 15 and September 15, starting September 15, 2024
Indenture restricts secured debt, sale and lease-back transactions, and consolidations, mergers or transfers of substantially all assets, subject to exceptions
Trustee or holders of at least 25% of principal may accelerate the notes upon certain events of default; bankruptcy events cause automatic acceleration
Offering was made under Form S-3 registration statement No. 333-272538 and a prospectus supplement dated February 28, 2024

03—Questions

Frequently Asked Questions

How much debt did Tyson Foods issue and when do the notes mature?
Tyson Foods completed the sale of $600 million of 5.400% Senior Notes due March 15, 2029 and $900 million of 5.700% Senior Notes due March 15, 2034, for a combined $1.5 billion in principal.
What is the ranking of the new notes relative to Tyson's other debt?
The notes are general senior unsecured obligations of the company and rank equally in right of payment with all of its other existing and future senior unsecured indebtedness, including other senior notes issued under the indenture.
When do interest payments begin and how often are they paid?
Interest is payable semiannually in arrears on March 15 and September 15 of each year, commencing September 15, 2024, computed on a 360-day year of twelve 30-day months.
What restrictions does the indenture place on Tyson Foods?
The indenture limits the company and certain subsidiaries from incurring secured debt, entering into sale and lease-back transactions, and consolidating, merging or transferring substantially all of the company's assets to another entity, subject to a number of important exceptions and qualifications.
Under what conditions can the notes be accelerated?
Upon certain events of default, either the trustee or holders of not less than 25% of the aggregate principal amount of outstanding notes may declare the unpaid principal and accrued interest immediately due and payable. Certain bankruptcy, insolvency or reorganization events cause automatic acceleration.

04—Continue

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