Newell Brands Announces Upsized Offering and Pricing of $750 Million 6.375% Notes due 2030 and $500 Million 6.625% Notes due 2032

Newell Brands (NASDAQ:NWL) today announced the launch and pricing of an upsized public offering of $750 million aggregate principal amount of 6.375% notes due 2030 (the "2030 Notes") and $500 million aggregate principal amount of 6.625% notes due 2032 (the "2032 Notes" and, together with the 2030 Notes, the "Notes"). The offering of the Notes is expected to close on November 13, 2024, subject to customary closing conditions.

Newell Brands intends to use the net proceeds from the offering of the Notes to redeem in full its outstanding 4.875% senior notes due 2025 (the "2025 Notes") and to redeem in part its outstanding 4.200% senior notes due 2026 (the "2026 Notes").

On October 29, 2024, Newell Brands instructed the trustee of the 2025 Notes and the 2026 Notes to deliver (i) to the holders of the 2025 Notes, a conditional notice to redeem in full the outstanding 2025 Notes and (ii) to the holders of the 2026 Notes, a conditional notice to partially redeem the outstanding 2026 Notes (collectively, the "redemptions"). Each of the redemptions will be an election to effect an optional redemption, conditioned on the consummation of the offering of the Notes or an alternative debt financing satisfactory to Newell Brands and that provides net proceeds sufficient to pay the applicable redemption price for such series of notes and all fees and expenses thereto. Neither this press release nor anything contained herein shall constitute a notice of redemption or an offer to redeem or purchase any of the outstanding 2025 Notes or the 2026 Notes.

J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, BofA Securities, Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc., Wells Fargo Securities, LLC and RBC Capital Markets, LLC are serving as the joint book-running managers for the offering. Barclays Capital Inc., UBS Securities LLC, PNC Capital Markets LLC, ING Financial Markets LLC, Siebert Williams Shank & Co., LLC and U.S. Bancorp Investments, Inc. are serving as the co-managers for the offering of the Notes.

The offering of the Notes is being made under an effective shelf registration statement on Form S-3 (Registration No. 333-279561) filed by Newell Brands with the Securities and Exchange Commission ("SEC") on May 20, 2024 (effective on May 31, 2024) and only by means of a prospectus supplement and accompanying prospectus. A preliminary prospectus supplement and an issuer free writing prospectus have been filed and a prospectus supplement relating to the offering of the Notes will be filed, with the SEC, to which this communication relates. Prospective investors should read the issuer free writing prospectus, preliminary prospectus supplement and the accompanying prospectus included in the registration statement and other documents Newell Brands has filed with the SEC for more complete information about Newell Brands and the offering. These documents are available at no charge by visiting EDGAR on the SEC website at http://www.sec.gov. Alternatively, the prospectus and the prospectus supplement may be obtained by contacting J.P. Morgan Securities LLC at (866) 803-9204.

This communication is neither an offer to sell nor a solicitation of an offer to buy the securities described herein, nor shall there be any offer, solicitation or sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. The offering of these securities will be made only by means of the applicable prospectus supplement and the accompanying prospectus. The securities being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the registration statement, the prospectus contained therein or the applicable prospectus supplement.

About Newell Brands

Newell Brands (NASDAQ:NWL) is a leading global consumer goods company with a strong portfolio of well-known brands, including Rubbermaid, Sharpie, Graco, Coleman, Rubbermaid Commercial Products, Yankee Candle, Paper Mate, FoodSaver, Dymo, EXPO, Elmer's, Oster, NUK, Spontex and Campingaz. Newell Brands is focused on delighting consumers by lighting up everyday moments.

Forward-Looking Statements

Some of the statements in this press release, particularly those relating to the offering of the Notes and the use of proceeds therefrom are forward-looking statements within the meaning of the Federal securities laws. Actual results could differ materially from expectations expressed or implied in the forward-looking statements if one or more of the underlying assumptions or expectations prove to be inaccurate or are unrealized. Important factors that could cause actual results to differ materially from such expectations are and will be detailed in the company's filings with the SEC, including but not limited to its Annual Report on Form 10-K for the year ended December 31, 2023 and its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2024, June 30, 2024 and September 30, 2024.

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