Item 1.01 Entry into a Material Contract
On May 7, 2020, Whirlpool Corporation (the "Company"), closed its offering of
$500,000,000 aggregate principal amount of 4.600% Senior Notes due 2050 (the
"Notes"), in a public offering pursuant to a registration statement on Form S-3
(File No. 333-224381), and a preliminary prospectus supplement and prospectus
supplement related to the offering of the Notes, each as previously filed with
the Securities and Exchange Commission (the "Commission"). The proceeds from the
Notes offering, in combination with the Company's recently executed 364-day
revolving credit facility, have boosted the Company's already strong liquidity
position by $1 billion; such Notes offering proceeds will be used to repay
outstanding borrowing amounts under the Company's revolving credit facility.
The Notes were issued under an indenture (the "Indenture"), dated March 20,
2000, between the Company, as issuer, and U.S. Bank National Association (as
successor to Citibank, N.A.), as trustee, as supplemented by a Certificate of
Designated Officers establishing the terms and providing for the issuance of the
Notes, a copy of which is filed as Exhibit 4.1 hereto. The sale of the Notes was
made pursuant to the terms of an Underwriting Agreement, dated May 4, 2020 (the
"Underwriting Agreement"), among the Company, as issuer, and BNP Paribas
Securities Corp., Citigroup Global Markets Inc., Mizuho Securities USA LLC, MUFG
Securities Americas Inc. and SMBC Nikko Securities America, Inc., as
representatives of the several underwriters in connection with the offering and
sales of the Notes.
As provided above, the Company intends to use the net proceeds from the sale of
the Notes to repay outstanding borrowings under the Company's revolving credit
facility, as amended and restated, dated as of August 6, 2019, among the
Company, certain other borrowers, the lenders referred to therein, JPMorgan
Chase Bank, N.A. as administrative agent and Citibank, N.A., as syndication
agent.
Kirkland & Ellis LLP, U.S. counsel to the Company, has issued an opinion to the
Company, dated May 7, 2020, regarding certain legal matters with respect to the
Notes. A copy of this opinion is filed as Exhibit 5.1 hereto. On May 5, 2020,
the Company filed a pricing supplement with the Commission relating to the
Notes.
The foregoing description of the Underwriting Agreement and Certificate of
Designated Officers does not purport to be complete and is qualified in its
entirety by reference to the full text of each of the foregoing, which are filed
with this report as Exhibits 1.1 and 4.1, respectively. Each of the foregoing
documents is incorporated herein by reference.


Item 9.01. Financial Statements and Exhibits.
(d)   Exhibits.

Exhibit No. Exhibit

Exhibit 1.1 Underwriting Agreement, dated May 4, 2020, among the Company, BNP

Paribas Securities Corp., Citigroup Global Markets Inc., Mizuho
             Securities USA LLC, MUFG Securities Americas Inc. and SMBC Nikko
             Securities America, Inc.

Exhibit 4.1 Certificate of Designated Officers of Whirlpool Corporation, dated

May 7, 2020.

Exhibit 5.1 Opinion of Kirkland & Ellis LLP. Exhibit 23.1 Consent of Kirkland & Ellis LLP (contained in Exhibit 5.1). Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL


             document)


Website Disclosure We routinely post important information for investors on our website, whirlpoolcorp.com, in the "Investors" section. We also intend to update the Hot Topics Q&A portion of this webpage as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Accordingly, investors should monitor the Investors section of our website, in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, our webpage is not incorporated by reference into, and is not a part of, this document.

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