PRUDENTIAL FINANCIAL, INC. (NYSE:PRU) Files An 8-K Other EventsItem 8.01 Other Events.
On September15, 2017, Prudential Financial, Inc. (the “Company”) closed the sale of $750,000,000 in aggregate principal amount of its 4.500% Fixed-to-Floating Rate Junior Subordinated Notes due 2047 (the “Junior Subordinated Notes”).
The documents listed below in Item 8.01 relate to the sale of the Junior Subordinated Notes and are filed as exhibits to this Current Report on Form 8–K.
Item 8.01. Financial Statements and Exhibits.
|
ExhibitNo. |
Description |
| 1.1 | Underwriting Agreement, dated September 12, 2017, among the Company and Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc. and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein. |
| 4.1 | Subordinated Debt Securities Indenture, dated June17, 2008, between the Company and The Bank of New York Mellon (formerly known as The Bank of New York), as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on June17, 2008). |
| 4.2 | Eleventh Supplemental Indenture, dated September 15, 2017, between the Company and The Bank of New York Mellon, as Trustee. |
| 4.3 | Form of Junior Subordinated Note (included in Exhibit 4.2). |
| 5.1 | Opinion of John M. Cafiero, dated September 15, 2017. |
| 8.1 | Tax opinion of Sullivan & Cromwell LLP, dated September 15, 2017. |
| 23.1 | Consent of John M. Cafiero (included in Exhibit 5.1). |
| 23.2 | Consent of Sullivan & Cromwell LLP (included in Exhibit 8.1). |
Exhibit Index
|
ExhibitNo. |
Description |
| 1.1 | Underwriting Agreement, dated September 12, 2017, among the Company and Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc. and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein. |
| 4.1 | Subordinated Debt Securities Indenture, dated June 17, 2008, between the Company and The Bank of New York Mellon (formerly known as The Bank of New York), as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on June17, 2008). |
| 4.2 | Eleventh Supplemental Indenture, dated September 15, 2017, between the Company and The Bank of New York Mellon, as Trustee. |
| 4.3 | Form of Junior Subordinated Note (included in Exhibit 4.2). |
| 5.1 | Opinion of John M. Cafiero, dated September 15, 2017. |
| 8.1 | Tax opinion of Sullivan & Cromwell LLP, dated September 15, 2017. |
| 23.1 | Consent of John M. Cafiero (included in Exhibit 5.1). |
| 23.2 | Consent of Sullivan & Cromwell LLP (included in Exhibit 8.1). |
PRUDENTIAL FINANCIAL INC ExhibitEX-1.1 2 d455925dex11.htm EX-1.1 EX-1.1 Exhibit 1.1 Execution Version $750,…To view the full exhibit click here
About PRUDENTIAL FINANCIAL, INC. (NYSE:PRU)
Prudential Financial, Inc. is a financial services company. The Company, through its subsidiaries and affiliates, provides a range of financial products and services, including life insurance, annuities and investment management. The Company’s divisions include U.S. Retirement Solutions and Investment Management Division; U.S. Individual Life and Group Insurance Division, and International Insurance Division. The U.S. Retirement Solutions and Investment Management division consists of its Individual Annuities, Retirement and Asset Management segments. The U.S. Individual Life and Group Insurance division conducts its business through the Individual Life and Group Insurance segments. The International Insurance division conducts its business through the International Insurance segment. The Company also has corporate and other operations, which include corporate items and initiatives that are not allocated to its business segments and divested businesses.
