On June 9, 2020, the Company entered into an Underwriting Agreement (the “Underwriting Agreement”) among the Company, BNP Paribas Securities Corp., Goldman Sachs & Co. LLC,
HSBC Securities (USA) Inc. and J.P. Morgan Securities LLC, as representatives of the several underwriters named therein, for the issuance and sale by the Company of (i) $1,150,000,000 aggregate principal amount of its 2.200% notes due 2025, (ii)
$1,000,000,000 aggregate principal amount of its 3.000% notes due 2027 and (iii) $850,000,000 aggregate principal amount of its 3.400% notes due 2030 ((i), (ii) and (iii) are collectively referred to as the “Notes”). The Notes were registered
under the Securities Act, pursuant to the Company's automatic shelf registration statement on Form S-3 (File No. 333-235474) filed with the Securities and Exchange Commission on December 12, 2019 (the “Registration Statement”).
The Underwriting Agreement is attached hereto as Exhibit 1.1. The purpose of this Current Report is to incorporate by reference the Underwriting Agreement (attached hereto as
Exhibit 1.1) into the Registration Statement. By filing this Current Report, such exhibit and this Current Report are hereby incorporated by reference into the Registration Statement.
On June 10, 2020, the Company issued a press release announcing the pricing of the offering of the Notes. A copy of the news release announcing the pricing of the offering of the
Notes, which describes the offering of the Notes in greater detail, is hereby incorporated by reference and attached hereto as Exhibit 99.2.
Forward-looking statements
This document contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements
involve risks, uncertainties and assumptions. If such risks or uncertainties materialize or such assumptions prove incorrect, the results of the Company and its consolidated subsidiaries could differ materially from those expressed or implied by
such forward-looking statements and assumptions. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including any statements of the plans, strategies and objectives of the
Company for future operations; any statements regarding the Tender Offers; any other statements of expectation or belief; and any statements of assumptions underlying any of the foregoing. Other important factors that could cause the statements
made in this document or the actual results of operations or financial condition of the Company to differ include, without limitation, that the Tender Offers are subject to market conditions and a number of other conditions and approvals, and the
final terms of the Tender Offers may vary substantially as a result of market and other conditions. There can be no assurance that the Tender Offers will be completed as described herein or at all. Risks, uncertainties and assumptions include the
possibility that expected benefits may not materialize as expected and other risks that are described in the Company’s filings with the Securities and Exchange Commission, including but not limited to the risks described in the Company’s Annual
Report on Form 10-K for the fiscal year ended October 31, 2019, the Company’s Quarterly Reports on Form 10-Q for the fiscal quarters ended January 31, 2020 and April 30, 2020, and the Company’s other filings with the Securities and Exchange
Commission. The Company assumes no obligation and does not intend to update these forward-looking statements.
Item 9.01. Financial Statements and Exhibits.
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Underwriting Agreement dated June 9, 2020, by and among the Company, BNP Paribas Securities Corp., Goldman Sachs & Co. LLC, HSBC Securities (USA) Inc. and J.P. Morgan Securities LLC.
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HP Inc. News Release dated June 10, 2020.
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HP Inc. News Release dated June 10, 2020.
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104
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Cover Page Interactive Data File, formatted in Inline XBRL (included as Exhibit 101).
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