Campbell's Sells $300 Million Of Junior Notes With An 8.500% Rate That Cannot Reset Lower
The notes rank behind senior debt, allow interest deferral for up to 10 consecutive years and mature in April 2057, the filing says.
Campbell's priced $300 million of 8.500% junior subordinated notes on Thursday, according to an 8-K the company filed Monday. The notes are due April 5, 2057, and the terms bar the rate from resetting below its starting level.
What the 8-K says
The securities are formally 8.500% Fixed-to-Fixed Reset Rate Junior Subordinated Notes. Junior means they sit behind the company's senior debt in the pecking order.
Campbell's sold them under an underwriting agreement dated October 1, 2026. Barclays Capital, BNP Paribas Securities, BofA Securities, Citigroup Global Markets, J.P. Morgan Securities and UBS Securities signed as representatives of the underwriters.
The offering used the company's automatic shelf registration statement, a standing registration with the SEC, filed August 13, 2026. The notes were issued Monday under an indenture, the contract governing the debt, with U.S. Bank Trust Company as trustee.
The price, the reset and the deferral option
The underwriting agreement shows the banks paid 99.000% of principal. The pricing term sheet lists proceeds to Campbell's of $297,000,000, before estimated offering expenses.
After April 5, 2032, the rate resets to the five-year Treasury rate plus 3.511%. The term sheet bars any reset below 8.500%, so the floor equals the starting coupon.
Campbell's may also defer interest for up to 10 consecutive years, and deferred amounts compound. If you hold the notes, that option is the main way they differ from ordinary bonds.
What to watch
The first interest payment is scheduled for April 5, 2027. The notes become callable at par, meaning the company can redeem them at face value, during the 90 days before the April 5, 2032 reset date.
The 8-K was signed by Executive Vice President and Chief Financial Officer Todd E. Cunfer and attaches the underwriting agreement and both indentures as exhibits.
Sources
- 8-K Filing — CAMPBELL'S Co (CPB) — SEC EDGAR
- Exhibit d147487dex11.htm — CAMPBELL'S Co 8-K exhibit — SEC EDGAR
