DuPont and Qnity Electronics announced Qnity's intention to offer $1.5 bln of senior secured notes due 2032 and $1.0 bln of senior notes due 2033. The notes are being offered in connection with DuPont's plan to separate its electronics business through a pro rata distribution of Qnity common stock.
Title: Qnity Electronics to Offer $2.5 Billion in Senior Notes in Connection with DuPont's Spin-Off
Wilmington, Del., Aug. 11, 2025 — DuPont de Nemours, Inc. (NYSE: DD) and Qnity Electronics, Inc. announced today that Qnity Electronics, Inc. intends to offer $2.5 billion in senior notes. The offering includes $1.5 billion in senior secured notes due 2032 and $1.0 billion in senior notes due 2033. These notes are part of DuPont's plan to separate its electronics business through a pro rata distribution of Qnity common stock to DuPont shareholders.
The notes are to be the obligation solely of Qnity Electronics, Inc. as the issuer following the consummation of DuPont's intended Spin-Off of its electronics business. Upon the completion of the Spin-Off, the senior secured notes will be jointly and severally guaranteed on a senior secured basis, and the senior unsecured notes will be guaranteed on a senior unsecured basis by each Qnity subsidiary that is a borrower or guarantees indebtedness under Qnity's planned senior secured credit facilities.
The gross proceeds from the offering will be held in escrow and released in connection with the completion of the Spin-Off. Qnity intends to use the net proceeds from the offering, along with borrowings under its new senior secured credit facilities and cash on hand, to finance the payment of a cash distribution to DuPont plus the pre-funded interest deposit in connection with the issuance of the notes.
The Spin-Off is targeted for completion on November 1, 2025. If the Spin-Off is not consummated by March 31, 2026, or if Qnity notifies the escrow agent and the trustee that the Spin-Off will not be consummated, each series of Notes will be subject to a special mandatory redemption.
The notes will be offered in the United States to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States pursuant to Regulation S under the Securities Act. Each series of Notes and the related guarantees have not been registered under the Securities Act and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements.
References:
[1] https://www.prnewswire.com/news-releases/dupont-de-nemours-inc-and-qnity-electronics-inc-announce-offering-of-senior-secured-notes-and-senior-notes-302526376.html
[2] https://www.marketscreener.com/news/dupont-de-nemours-inc-and-qnity-electronics-inc-announce-offering-of-senior-secured-notes-and-se-ce7c5ed2df8afe23
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