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3M | 8-K: 3M Issuance of Senior Notes and Entering into Covenants and Agreements

SEC announcement ·  Feb 27 17:22
Summary by Moomoo AI
On February 27, 2024, 3M Company, through its wholly owned subsidiary Solventum Corporation, successfully issued a series of senior notes totaling $6.9 billion with varying maturities ranging from 2027 to 2064. The issuance was part of a strategic financing plan to facilitate the proposed distribution of at least 80.1% of Solventum's common stock to 3M's shareholders, known as the Spin-Off. The senior notes, which were sold in private placements to qualified institutional buyers, are guaranteed by 3M until the completion of the Spin-Off, after which the guarantee will terminate. Solventum plans to use the net proceeds from the note offerings to make cash payments to 3M as partial consideration for the transfer of its health care business to Solventum, ensuring Solventum retains $600 million in cash post-Spin-Off. The notes were not initially registered under the Securities Act or any state securities laws, and a Registration Rights Agreement was entered into to facilitate a future exchange offer for the notes.
On February 27, 2024, 3M Company, through its wholly owned subsidiary Solventum Corporation, successfully issued a series of senior notes totaling $6.9 billion with varying maturities ranging from 2027 to 2064. The issuance was part of a strategic financing plan to facilitate the proposed distribution of at least 80.1% of Solventum's common stock to 3M's shareholders, known as the Spin-Off. The senior notes, which were sold in private placements to qualified institutional buyers, are guaranteed by 3M until the completion of the Spin-Off, after which the guarantee will terminate. Solventum plans to use the net proceeds from the note offerings to make cash payments to 3M as partial consideration for the transfer of its health care business to Solventum, ensuring Solventum retains $600 million in cash post-Spin-Off. The notes were not initially registered under the Securities Act or any state securities laws, and a Registration Rights Agreement was entered into to facilitate a future exchange offer for the notes.
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