Cencora, Inc. 8-K

What Happened
Cencora, Inc. announced on February 13, 2026 that it completed a $3.0 billion senior notes offering. The sale comprised five tranches of unsecured, unsubordinated senior notes issued under supplemental indentures with U.S. Bank Trust Company, N.A. as trustee. The notes carry fixed interest rates, have staggered maturities from 2029 to 2056, and are subject to standard make-whole and par redemption provisions.

Key Details

• Total offered: $3.0 billion across five tranches:
  • $500M 3.950% due Feb 13, 2029
  • $500M 4.250% due Nov 15, 2030
  • $500M 4.600% due Feb 13, 2033
  • $1,000M 4.900% due Feb 13, 2036
  • $500M 5.650% due Aug 13, 2056
• Interest is payable semiannually (specific payment dates vary by tranche; first payments begin May 15 or August 13, 2026).
• Redemption: company may redeem prior to certain dates at a contract “make‑whole” price (not less than principal), and at 100% of principal on or after specified dates (plus accrued interest).
• Notes rank equally with Cencora’s other unsecured, unsubordinated debt and are structurally subordinated to liabilities of its subsidiaries.

Why It Matters
This filing documents a material new financing event that increases Cencora’s consolidated long-term debt by $3.0 billion. For investors, key takeaways are the fixed interest rates and staggered maturities that will determine future interest expense and refinancing needs, and the equal ranking of these notes with other unsecured corporate debt (while being subordinate to subsidiary creditors). The company furnished a news release and a legal opinion from Morgan, Lewis & Bockius LLP with the 8-K. Review the full supplemental indentures for complete terms and any covenant limitations.