Item 8.01 Other Events
On
The net proceeds received by the Company, after deducting the underwriting discount and estimated offering expenses payable by the Company, were approximately €990.5 million. The Company intends to use the net proceeds from this offering for general corporate purposes, including the repayment of borrowings under its commercial paper program.
The Company intends to use an amount equivalent to the net proceeds from the
offering of the 2029 Notes to finance, in whole or in part, one or more Eligible
Projects (as defined in the prospectus supplement for the Notes) designed to
contribute to selected
• Investments in, or expenditures on, identifying and/or developing innovative and more sustainable materials and/or sustainable packaging solutions. • Investments in, or expenditures on, the acquisition, development, construction and/or installation of, renewable energy production units or energy storage units. • Investments in projects to improve the energy efficiency and/or reduce the greenhouse gas footprint of the Company's operations and supply chain. • Investments in sustainable building design features and in buildings that receive a third-party verified certification of Leadership in Energy and Environmental Design ("LEED") Platinum, LEED Gold, orBuilding Research Establishment Environmental Assessment Method ("BREEAM") rating of Very Good or higher. • Investments to achieve the zero-waste status for all the Company's distribution centers (with zero-waste defined as a site that diverts 95% or more of its waste away from disposal through recycling, composting and reuse). • Upgrade costs for improvement of wastewater quality across the supply chain. • Investments in "natural carbon sinks," which are designed to create and restore natural sources of carbon capture, such as reforestation conservation projects, and investments in regenerative farming, grazing and ranching practices.
The Notes are the unsecured obligations of
The Notes were issued pursuant to an Indenture, dated as of
The 2026 Notes will bear interest at a fixed rate of 4.125% per annum, and the
2029 Notes will bear interest at a fixed rate of 4.250% per annum. Interest on
the Notes is payable annually on each
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The foregoing description of the issuance, sale and terms of the Notes does not purport to be complete and is qualified in its entirety by reference to the Underwriting Agreement, the Base Indenture and the Supplemental Indenture entered into in connection therewith. The Underwriting Agreement and the Supplemental Indenture (including the form of Notes) are attached hereto as Exhibits 1.1, 4.2, 4.3 and 4.4 to this Current Report on Form 8-K, and the Base Indenture is incorporated herein by reference as Exhibit 4.1. Opinions of counsel for the Company relating to the validity of the Notes are filed as Exhibits 5.1 and 5.2 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The following are furnished as exhibits to this report:
1.1 Underwriting Agreement, dated as ofFebruary 23, 2023 amongV.F. Corporation ,J.P. Morgan Securities plc ,Morgan Stanley & Co. International plc, Barclays Bank PLC andGoldman Sachs & Co. LLC , as representatives of the several underwriters named therein. 4.1 Indenture, dated as ofOctober 15, 2007 , betweenV.F. Corporation andThe Bank of New York Mellon Trust Company, N.A. , as trustee (filed as Exhibit 4.1 to the Company's Registration Statement on Form S-3 (File No. 333-146594) and incorporated herein by reference). 4.2 Sixth Supplemental Indenture, dated as ofMarch 7, 2023 , amongV.F. Corporation ,The Bank of New York Mellon Trust Company, N.A. , as trustee, and The Bank of New York Mellon,London Branch, as paying agent. 4.3 Form of Senior Notes due 2026 (included in Exhibit 4.2). 4.4 Form of Senior Notes due 2029 (included in Exhibit 4.2). 5.1 Opinion ofDavis Polk & Wardwell LLP with respect to the Notes. 5.2 Opinion ofJennifer S. Sim with respect to certain matters ofPennsylvania law. 23.1 Consent ofDavis Polk & Wardwell LLP (included in Exhibit 5.1). 23.2 Consent ofJennifer S. Sim (included in Exhibit 5.2). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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