UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 10, 2018
NEWELL BRANDS INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1-9608 | 36-3514169 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
221 River Street
Hoboken, New Jersey 07030
(Address of principal executive offices including zip code)
(201) 610-6600
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 7.01. | Regulation FD Disclosure. |
On October 10, 2018, Newell Brands Inc., a Delaware corporation (the “Company”) instructed U.S. Bank National Association, the trustee (the “Trustee”) for the Company’s 2.875% Notes due 2019 (the “Notes”), to deliver an irrevocable notice of redemption to the holders of the Notes for any and all of the Notes not tendered in the Company’s previously announced tender offer launched on October 1, 2018. Pursuant to the notice of redemption, the Company will redeem the entire aggregate principal amount of the Notes outstanding on November 9, 2018 (the “Redemption Date”), in accordance with the terms for redemption set forth in the Notes and the Indenture dated as of November 19, 2014, between the Company and the Trustee. The Company will redeem the Notes on the Redemption Date for a redemption price calculated in the manner set forth in the notice of redemption plus accrued and unpaid interest on the Notes to, but not including, the Redemption Date.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NEWELL BRANDS INC. | ||||||||
| Dated: October 10, 2018 | By: | /s/ Bradford R. Turner | ||||||
| Bradford R. Turner Chief Legal & Administrative Officer and Corporate Secretary | ||||||||
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