Atkore Inc.: conditional notice to redeem $400,000,000 notes

What happened Atkore Inc gave conditional notice of redemption pursuant to the Indenture, dated as of May 26, 2021, that the company has elected to redeem on the Redemption Date all outstanding notes under the Indenture, consisting of $400,000,000 aggregate principal amount of 4.25% Senior Notes due 2031 (the “Notes”). The redemption is subject to the satisfaction or waiver of certain conditions precedent, including (i) the completion of the merger of Trinity Merger Sub, Inc. with and into the company pursuant to the Agreement and Plan of Merger, dated as of Aug 2, 2026, by and among the company, Prysmian S.p.A. (the “Buyer”), Merger Sub and others, and (ii) Buyer having provided or caused to be provided to The Bank of New York Mellon Trust Company, N.A., as trustee, funds sufficient to effect the redemption as contemplated by Section 6.14(b) of the Merger Agreement.

The redemption will take place on Oct 19, 2026, or such later date as may be designated by the company in accordance with the notice of redemption. In the discretion of the company, the Redemption Date may be delayed until such conditions precedent are satisfied or waived, or the redemption may not occur and the notice of redemption may be rescinded if such conditions have not been satisfied or waived by the original Redemption Date or any delayed Redemption Date. The filing states that this Current Report on Form 8-K does not constitute a notice of redemption under the Indenture or an offer to tender for, or purchase, any Notes or any other security.

Key details

• $400,000,000 aggregate principal amount of 4.25% Senior Notes due 2031 are the subject of the conditional notice of redemption.
• Redemption Date scheduled for Oct 19, 2026, or a later date designated by the company.
• Redemption price equals 102.125% of principal (equal to $1,021.25 per $1,000 principal amount), plus accrued and unpaid interest to, but excluding, the Redemption Date.
• Conditions precedent include completion of the merger under the Merger Agreement dated Aug 2, 2026, with Prysmian S.p.A. as Buyer, and Buyer providing funds to the Trustee as required.

Why it may matter This report was filed under Item 7.01 (Regulation FD disclosure) and covers the company’s disclosure about the conditional notice of redemption and the conditions precedent for that redemption. A filing does not show why the insider traded or why the company acted.