Waters Prices Offering of Senior Notes

Rhea-AI Summary

Waters (NYSE: WAT) priced a $3.5 billion offering of senior notes issued by subsidiary Augusta SpinCo, split across five tranches maturing 2027, 2029, 2031, 2033 and 2036 with coupon rates from 4.321% to 5.245% at 100% issue price.

Proceeds, together with cash on hand, are intended to repay the $3.5 billion delayed draw term loan; closing expected on or about March 23, 2026, subject to customary conditions.

Positive

• $3.5B of senior notes successfully priced across five maturities
• Notes will be fully guaranteed by Waters and certain subsidiaries
• Net proceeds intended to fully repay $3.5B delayed draw term loan

Negative

• Coupon rates range from 4.321% to 5.245%, increasing interest cost
• Notes issued by Augusta require Waters to provide unconditional guarantees

Key Figures

Total senior notes: $3.5 billion 2027 notes: $650 million at 4.321% 2029 notes: $600 million at 4.398% +5 more

8 metrics

Total senior notes $3.5 billion Aggregate principal amount in Augusta-issued senior notes Offering

2027 notes $650 million at 4.321% Senior Notes due 2027, issue price 100.000% of principal

2029 notes $600 million at 4.398% Senior Notes due 2029, issue price 100.000% of principal

2031 notes $750 million at 4.656% Senior Notes due 2031, issue price 100.000% of principal

2033 notes $750 million at 4.945% Senior Notes due 2033, issue price 100.000% of principal

2036 notes $750 million at 5.245% Senior Notes due 2036, issue price 100.000% of principal

Debt repayment $3.5 billion Intended repayment of Augusta delayed draw term loan incurred Feb 2026

Current share price $296.99 Pre-news price, up 2.4% on the day

Market Reality Check

Price: $296.99 Vol: Volume 1,500,458 is 1.22x...

normal vol

$296.99 Last Close

Volume Volume 1,500,458 is 1.22x the 20-day average of 1,228,795. normal

Technical Shares trade below the 200-day MA at 340.23, after the recent BD combination.

Peers on Argus

WAT is up 2.4% with mixed peer moves: LH up 2.22%, ILMN up 0.26%, DGX down 1.04%...

WAT is up 2.4% with mixed peer moves: LH up 2.22%, ILMN up 0.26%, DGX down 1.04%, MTD down 0.73%, PKI flat. No broad sector momentum flagged.

Historical Context

5 past events · Latest: Mar 09 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Mar 09	Product launch	Positive	+1.0%	Launch of ARES-G3 Rheometer improving data capture speed and test efficiency.
Feb 23	Conference appearance	Neutral	-0.5%	CEO presentation at TD Cowen Health Care Conference with webcast access.
Feb 17	Product launch	Positive	-0.6%	Introduction of microflow LC columns with higher sensitivity and lower usage.
Feb 09	Major combination	Positive	-13.9%	Completion of BD spin-off and cash/share distribution tied to Waters deal.
Feb 09	Major combination	Positive	-13.9%	Waters completes combination with BD’s BDS businesses, forming four divisions.

Pattern Detected

Recent history shows positive reactions to product launches but notable selloffs on large strategic transactions.

Recent Company History

Over the last months, Waters has executed major strategic steps and product launches. On Feb 9, 2026, it completed the combination with BD’s Biosciences & Diagnostic Solutions businesses, with WAT shares reacting -13.94%. Subsequent launches like the ARES-G3 Rheometer on Mar 9, 2026 and new microflow LC columns on Feb 17, 2026 saw modest price moves. Today’s $3.5 billion senior notes pricing ties back to the February combination financing and the new S-3ASR shelf filed on Mar 16, 2026.

Regulatory & Risk Context

Active S-3 Shelf

Shelf Active

Active S-3 Shelf Registration 2026-03-16

Waters filed an automatic shelf registration on Mar 16, 2026 on Form S-3ASR, permitting offerings of an indeterminate amount of common and preferred stock, debt securities, guarantees, warrants and other instruments by Waters and affiliates Augusta SpinCo Corporation and Waters Technologies Corporation. Certain Augusta and WTC debt can be guaranteed by Waters. As of Feb 19, 2026, Waters reported 98,101,871 common shares outstanding. The shelf is effective with 0 recorded usages so far.

Market Pulse Summary

This announcement details Waters’ pricing of $3.5 billion in senior notes issued by Augusta SpinCo t...

Analysis

This announcement details Waters’ pricing of $3.5 billion in senior notes issued by Augusta SpinCo to refinance a February 2026 delayed draw term loan. The notes, guaranteed by Waters and certain subsidiaries, run from 2027 to 2036 and were issued at 100% of principal. The transaction draws on an effective S-3ASR shelf filed on Mar 16, 2026. Investors may track future offerings under this shelf and how the post-BD combination capital structure evolves against recent product launches.

Key Terms

senior notes, aggregate principal amount, delayed draw term loan, global coordinator, +4 more

8 terms

senior notes financial

"aggregate principal amount of the following senior notes issued by its subsidiary"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

aggregate principal amount financial

"has priced an offering ... of $3.5 billion aggregate principal amount of the following"

The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.

delayed draw term loan financial

"repay $3.5 billion of indebtedness outstanding under the delayed draw term loan"

A delayed draw term loan is a financing agreement that lets a borrower take one or more lump-sum loans from a lender at agreed future dates within a set time window instead of receiving all funds up front. It matters to investors because it changes when and how much debt a company will carry, affecting cash flexibility, interest costs and risk exposure—think of it like an approved credit line you only tap when you need cash for a project.

global coordinator financial

"Barclays Capital Inc. is acting as global coordinator"

A global coordinator is the lead bank or financial firm that organizes and manages an international stock or bond offering, acting like the project manager who lines up other banks, sets pricing guidance, and oversees distribution across countries. Investors watch this role because the coordinator’s reputation and decisions influence how smoothly the deal is sold, how shares or bonds are allocated, and the initial price level, all of which affect potential returns and risk.

bookrunners financial

"are acting as active bookrunners for the Offering"

Bookrunners are financial institutions or banks that lead the process of organizing and managing the sale of new securities, such as stocks or bonds, to investors. They coordinate the offering, determine the initial price, and ensure that the securities are sold efficiently, much like a conductor directs an orchestra to deliver a smooth performance. Their role matters to investors because they help ensure the offering is successful and fairly priced.

shelf registration statement regulatory

"pursuant to an effective shelf registration statement on Form S-3ASR"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

form s-3asr regulatory

"registration statement on Form S-3ASR (File No. 333-294314) filed by Waters"

Form S-3ASR is a type of SEC registration that lets large, well-known public companies pre-register securities so they can be sold quickly when needed, similar to having a pre-approved credit line they can draw on at short notice. For investors, it matters because it signals a company's readiness to raise cash fast, which can affect share supply and price (dilution) and reveal how easily the company can fund growth or handle short-term needs.

prospectus supplement regulatory

"The Offering will be made by means of a prospectus supplement and accompanying prospectus"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. Not financial advice.

MILFORD, Mass., March 18, 2026 /PRNewswire/ -- Waters Corporation (NYSE: WAT) (the "Company" or "Waters") today announced that it has priced an offering (the "Offering") of $3.5 billion aggregate principal amount of the following senior notes issued by its subsidiary, Augusta SpinCo Corporation ("Augusta"):

• $650 million aggregate principal amount of 4.321% Senior Notes due 2027 at the issue price of 100.000% of their principal amount;
• $600 million aggregate principal amount of 4.398% Senior Notes due 2029 at the issue price of 100.000% of their principal amount;
• $750 million aggregate principal amount of 4.656% Senior Notes due 2031 at the issue price of 100.000% of their principal amount;
• $750 million aggregate principal amount of 4.945% Senior Notes due 2033 at the issue price of 100.000% of their principal amount; and
• $750 million aggregate principal amount of 5.245% Senior Notes due 2036 at the issue price of 100.000% of their principal amount (collectively, the "Notes").

The Offering is expected to close on or about March 23, 2026, subject to the satisfaction of customary closing conditions.

The Notes will be fully and unconditionally guaranteed by Waters and certain of its direct and indirect subsidiaries. Waters intends to use the net proceeds from the Offering, together with cash on hand, to repay $3.5 billion of indebtedness outstanding under the delayed draw term loan incurred by Augusta in February 2026.

Barclays Capital Inc. is acting as global coordinator and Citigroup Global Markets Inc., J.P. Morgan Securities LLC, BofA Securities, Inc. and HSBC Securities (USA) Inc. are acting as active bookrunners for the Offering.

The Offering is being made pursuant to an effective shelf registration statement on Form S-3ASR (File No. 333-294314) filed by Waters with the U.S. Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, as amended. The Offering will be made by means of a prospectus supplement and accompanying prospectus only. A copy of the preliminary prospectus supplement and accompanying prospectus are available on the SEC's website at www.sec.gov. Alternatively, any underwriter or any dealer participating in the Offering will arrange to send you the preliminary prospectus supplement (or, if available, the prospectus supplement) and the accompanying prospectus if you request them by contacting: Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by toll-free phone: (888) 603-5847 or by email: barclaysprospectus@broadridge.com; Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by email at prospectus@citi.com, or by calling (800) 831-9146; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; BofA Securities, Inc., 201 North Tryon Street, NC1-022-02-25, Charlotte, NC 28255-0001, Attention: Prospectus Department, at dg.prospectus_requests@bofa.com or by telephone at 1-800-294-1322; or HSBC Securities (USA) Inc., 66 Hudson Boulevard, New York, NY 10001, Attention: Debt Capital Markets or by calling (866) 811-8049.

This press release shall not constitute an offer to sell or a solicitation of an offer to purchase the Notes or any other securities. No offer, solicitation or sale will be made in any jurisdiction in which such an offer, solicitation or sale would be unlawful.

About Waters Corporation

Waters Corporation (NYSE: WAT) is a global leader in life sciences and diagnostics, dedicated to accelerating the benefits of pioneering science through analytical technologies, informatics, and service. With a focus on regulated, high-volume testing environments, our innovative portfolio harnesses deep scientific expertise across chemistry, physics, and biology. We collaborate with customers around the world to advance the release of effective, high-quality medicines, ensure the safety of food and water, and drive better patient outcomes by detecting diseases earlier, managing routine infections, and combating antibiotic resistance. Through a shared culture of relentless innovation, our passionate team of approximately 16,000 colleagues turn scientific challenges into breakthroughs that improve lives worldwide.

Forward-Looking Statements

This release contains "forward-looking" statements regarding future results and events, including statements regarding the Offering. For this purpose, any statements that are not statements of historical fact may be deemed forward-looking statements. Without limiting the foregoing, the words "will," "feels", "believes", "anticipates", "plans", "expects", "intends", "suggests", "appears", "estimates", "projects" and similar expressions, whether in the negative or affirmative, are intended to identify forward-looking statements. Our actual future results may differ significantly from the results discussed in the forward-looking statements within this release for a variety of reasons, including and without limitation, our ability to complete the Offering, risks and uncertainties relating to general market conditions which might affect the Offering and other risk factors detailed from time to time in Waters' reports filed with the SEC. Such factors and others that are discussed more fully in the sections entitled "Forward-Looking Statements" and "Risk Factors" of Waters' annual report on Form 10-K for the year ended December 31, 2025 as filed with the SEC, which discussions are incorporated by reference in this release, as updated by Waters' subsequent filings with the SEC. The forward-looking statements included in this release represent Waters' estimates or views as of the date of this release and should not be relied upon as representing Waters' estimates or views as of any date subsequent to the date of this release. Except as required by law, Waters does not assume any obligation to update any forward-looking statements.

Contacts

Molly Gluck 
Head of External Communications
Waters Corporation
508.498.9732
PR@waters.com 

Caspar Tudor 
Head of Investor Relations
Waters Corporation
508.482.3448
investor_relations@waters.com

View original content:https://www.prnewswire.com/news-releases/waters-prices-offering-of-senior-notes-302716776.html

SOURCE Waters Corporation

FAQ

What senior notes did Waters (WAT) price on March 18, 2026?

Waters priced a $3.5 billion offering of senior notes in five tranches. According to the company, tranches mature in 2027, 2029, 2031, 2033 and 2036 with coupons from 4.321% to 5.245%.

How will Waters (WAT) use the proceeds from the March 2026 note offering?

Waters intends to use net proceeds and cash on hand to repay existing debt. According to the company, proceeds are expected to repay the $3.5 billion delayed draw term loan incurred by Augusta in February 2026.

When does the Waters (WAT) note offering expect to close and who guarantees the notes?

Closing is expected on or about March 23, 2026, subject to customary conditions. According to the company, the notes will be fully and unconditionally guaranteed by Waters and certain direct and indirect subsidiaries.

What are the interest rates and maturities for Waters (WAT) March 2026 notes?

The offering includes five tranches with coupons of 4.321%, 4.398%, 4.656%, 4.945% and 5.245%. According to the company, maturities are 2027, 2029, 2031, 2033 and 2036 respectively.

Who are the lead underwriters for Waters (WAT) $3.5B offering dated March 18, 2026?

Barclays acted as global coordinator with Citigroup, J.P. Morgan, BofA Securities and HSBC as active bookrunners. According to the company, those firms are arranging and managing the distribution of the notes.