Amphenol Corporation filed SEC Form 8-K: Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits
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THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On October 27, 2025, Amphenol Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) by and between the Company and J.P. Morgan Securities LLC, BNP Paribas Securities Corp., Mizuho Securities USA LLC and BofA Securities, Inc., as representatives of the several Underwriters named in Schedule A thereto, relating to the offer and sale of $500,000,000 aggregate principal amount of floating rate senior notes due 2027 (the “floating rate notes”), $750,000,000 aggregate principal amount of senior notes due 2027 (the “2027 notes”), $750,000,000 aggregate principal amount of senior notes due 2028 (the “2028 notes”), $1,000,000,000 aggregate principal amount of senior notes due 2030 (the “2030 notes”), $1,250,000,000 aggregate principal amount of senior notes due 2033 (the “2033 notes”), $1,600,000,000 aggregate principal amount of senior notes due 2036 (the “2036 notes”) and $1,650,000,000 aggregate principal amount of senior notes due 2055 (the “2055 notes”, and together with the floating rate notes, the 2027 notes, the 2028 notes, the 2030 notes, the 2033 notes and the 2036 notes, the “Notes”). The closing of the offerings is expected to occur on November 10, 2025, subject to the satisfaction of customary closing conditions.
A copy of the Underwriting Agreement is attached hereto as Exhibit 1.1 and is filed herewith for purposes of incorporation by reference into the Company’s Registration Statement (No. 333-270605).
The above description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated by reference herein.
| Item 8.01 | Other Events. |
On October 27, 2025, the Company issued a press release announcing the pricing of each series of the Notes, which is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
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.
| AMPHENOL CORPORATION | |||
| Date: October 28, 2025 | By: | /s/ Craig A. Lampo | |
| Name: | Craig A. Lampo | ||
| Title: | Senior Vice President and Chief Financial Officer | ||
[Amphenol – Signature Page to 8-K (Pricing)]