Ferguson Enterprises Inc. Completes $1.2B Senior Notes Offering

What Happened

• Ferguson Enterprises Inc. announced it completed a public offering of senior unsecured notes: $700 million of 4.800% Senior Notes due 2029 and $500 million of 5.600% Senior Notes due 2036. The filing states the offering was completed on August 14, 2025. The obligations under each series are fully and unconditionally guaranteed by Ferguson UK Holdings Limited, an indirect subsidiary.
• The notes were issued under the company’s Indenture dated September 30, 2024, as supplemented by a Third Supplemental Indenture dated August 14, 2026. The Indenture includes customary covenants (including limits on secured borrowings and conditions for mergers) and events of default; the company may redeem each series, in whole or in part, on the terms set forth in the Indenture.

Key Details

• Total proceeds: $1,200,000,000 ( $700M due 2029 @ 4.800% ; $500M due 2036 @ 5.600% ).
• Guarantee: Fully and unconditionally guaranteed by Ferguson UK Holdings Limited (indirect subsidiary).
• Governing docs: Issued under the September 30, 2024 Indenture, supplemented by a Third Supplemental Indenture (Aug 14, 2026); offering made under an effective shelf registration.
• Underwriting: Underwriting agreement dated August 11, 2026, with J.P. Morgan Securities LLC and BofA Securities, Inc. as representatives.

Why It Matters

• This transaction increases Ferguson’s long‑term debt by $1.2 billion, adds fixed interest obligations at 4.800% and 5.600%, and extends maturities to 2029 and 2036—factors that can affect leverage, interest expense and liquidity planning.
• The UK subsidiary’s guarantee can provide additional security to noteholders. Investors should watch consolidated debt levels, upcoming interest payments, and any company disclosures on how the net proceeds will be used (not specified in this 8‑K).