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Vulcan Materials 8-K Report, Exhibit Filing (Nov 20, 2024)

Reports
Exhibits & Filings
Filing Date
Filed November 20, 2024
Period End
November 20, 2024
Security
VMC
In the record · 2016–202610-K1110-Q338-K128

VMC filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 128 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Feb ’18Feb ’18
  2. Material agreement8-K · Apr ’20Apr ’20
  3. Leadership change8-K · Jul ’22Jul ’22
  4. Leadership change8-K · Oct ’26Oct ’26

01—Abstract

Summary

Summary of the 8-K filed November 20, 2024. Cited figures are marked; the original filing is the authoritative source.

Vulcan Materials Company (VMC) filed this Form 8-K on November 20, 2024 to file exhibits in connection with its issuance of three series of senior notes under its automatic shelf registration statement on Form S-3 (File No. 333-277793).

The notes issued on November 20, 2024 consist of $500 milliona aggregate principal amount of 4.950% Senior Notes due 2029, $750 million aggregate principal amount of 5.350% Senior Notes due 2034, and $750 million aggregate principal amount of 5.700% Senior Notes due 2054. The filing's exhibits document the transaction's legal framework. These include an Underwriting Agreement dated November 18, 2024 with Truist Securities, Inc., Wells Fargo Securities, LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc. as representatives of the several Underwriters, and an Eleventh Supplemental Indenture dated November 20, 2024 with Regions Bank, as Trustee.

An opinion of Womble Bond Dickinson (US) LLP is also filed as Exhibit 5.1, with its consent included in Exhibit 23.1. For investors, the filing is primarily a debt financing disclosure.

It states the aggregate principal amount of $2.0 billionb across the three tranches, with maturities in 2029, 2034 and 2054. The filing itself does not describe the use of proceeds, the company's financial results, or other operating information.

02—Key points

Key Highlights

  1. Issued $500 million of 4.950% Senior Notes due 2029 on November 20, 2024.
  2. Issued $750 million of 5.350% Senior Notes due 2034 on November 20, 2024.
  3. Issued $750 million of 5.700% Senior Notes due 2054 on November 20, 2024.
  4. Total aggregate principal across the three tranches is $2.0 billion.
  5. Offering was made under an automatic shelf registration statement on Form S-3 (File No. 333-277793).
  6. Underwriting Agreement dated November 18, 2024 with Truist Securities, Inc., Wells Fargo Securities, LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc. as representatives.
  7. Eleventh Supplemental Indenture dated November 20, 2024 with Regions Bank, as Trustee.

03—Questions

Frequently Asked Questions

  1. What securities did Vulcan Materials issue in this offering?

    Vulcan Materials issued three series of senior notes: $500 million of 4.950% Senior Notes due 2029, $750 million of 5.350% Senior Notes due 2034, and $750 million of 5.700% Senior Notes due 2054.

  2. How much debt did the company raise in total?

    The aggregate principal amount across the three series is $2.0 billion, calculated from the stated amounts of $500 million, $750 million and $750 million.

  3. Under what registration was the offering made?

    The notes were issued pursuant to the company's automatic shelf registration statement on Form S-3 (File No. 333-277793).

  4. Who were the underwriters for the offering?

    The Underwriting Agreement dated November 18, 2024 was entered into with Truist Securities, Inc., Wells Fargo Securities, LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc. as representatives of the several Underwriters.

  5. Who is the trustee for the notes?

    Regions Bank is the trustee, under the Eleventh Supplemental Indenture dated November 20, 2024 between Vulcan Materials Company and Regions Bank.

04—Continue

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