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8-KAccepted Sep 17, 4:15 PM ET

Analog Devices Inc. Issues $3.0B in Senior Notes (2029–2036)

ADIANALOG DEVICES INC

Accepted (ET)

4:15 PM

Sep 17, 2026

Filed

Sep 17, 2026

Documents

15

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717.0 KB

Summary

Analog Devices Inc. Issues $3.0B in Senior Notes (2029–2036)

Updated

What Happened
Analog Devices Inc. (ADI) announced on September 17, 2026 that it issued $3.0 billion aggregate principal amount of unsecured senior notes in an underwritten public offering: $500 million 5.100% notes due Sept. 15, 2029; $500 million 5.350% notes due Oct. 1, 2031; $1.0 billion 5.600% notes due Oct. 1, 2033; and $1.0 billion 5.750% notes due Oct. 1, 2036. The offering was sold under a registration statement on Form S-3 and an underwriting agreement led by J.P. Morgan Securities LLC. The notes were issued under ADI’s June 3, 2013 base indenture as supplemented on September 17, 2026, with The Bank of New York Mellon Trust Company, N.A. as trustee.

Key Details

  • Total raised: $3.0 billion across four series (amounts and coupons listed above).
  • Interest payments: 2029 notes pay semiannually on Mar. 15 and Sept. 15 (first payment Mar. 15, 2027); 2031/2033/2036 notes pay semiannually on Apr. 1 and Oct. 1 (first payment Apr. 1, 2027).
  • Security and ranking: Notes are unsecured, unsubordinated obligations of ADI and are not guaranteed by any subsidiaries; they rank equally with ADI’s other unsecured senior debt.
  • Redemption: ADI may redeem notes prior to certain “Par Call Dates” at the greater of (a) a Treasury-rate-based discounted price (Treasury rate plus specified basis points) or (b) 100% of principal, plus accrued interest; on or after the Par Call Dates redemption is at 100% of principal plus accrued interest.
  • Legal opinion: Counsel Sidley Austin LLP provided a legal opinion, filed as an exhibit.

Why It Matters
This transaction adds $3.0 billion of fixed‑rate senior debt to ADI’s balance sheet with maturities from 2029 to 2036, which will increase the company’s long‑term contractual interest obligations and affect future interest expense. The notes being unsecured and pari passu with other senior debt means they do not have subsidiary guarantees or higher priority security. The callable features give ADI flexibility to refinance or retire the debt before maturity under specified terms. Retail investors should note the size, maturities and coupon levels when assessing ADI’s capital structure and interest cost profile going forward.

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