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Jefferies Financial Group (NYSE: JEF) prices €850M 4.5% 2033 notes

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Jefferies Financial Group Inc. is issuing €850,000,000 aggregate principal amount of 4.500% Senior Notes due July 15, 2033. The notes were priced with an effective yield of 4.544% and the offering is expected to settle on July 15, 2026, subject to customary closing conditions.

The company intends to use the net proceeds for general corporate purposes. Application is expected for the notes to be admitted to the Official List of Euronext Dublin and to trade on its Global Exchange Market. The notes are being offered under an effective shelf registration statement and related prospectus supplement.

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Insights

Jefferies adds euro-denominated term debt, extending funding to 2033.

Jefferies Financial Group Inc. plans to issue €850,000,000 of 4.500% Senior Notes maturing in 2033, with an effective yield of 4.544%. This adds fixed-rate euro funding and lengthens its debt maturity profile, which can support ongoing operations and investment activity.

The notes are senior unsecured obligations offered under an existing shelf registration, with settlement expected on July 15, 2026, subject to customary conditions. Jefferies intends to use net proceeds for general corporate purposes, a broad category that can include refinancing, working capital or strategic initiatives.

Application is expected for listing on Euronext Dublin’s Global Exchange Market, which may help secondary market liquidity for euro investors. Future filings or disclosures may clarify how much of the proceeds go toward refinancing versus new funding and how this affects interest expense relative to other outstanding notes.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Senior Notes principal amount €850,000,000 aggregate principal 4.500% Senior Notes due 2033
Coupon rate 4.500% Annual interest rate on Senior Notes due 2033
Effective yield 4.544% Yield at pricing for Senior Notes
Maturity date July 15, 2033 Final maturity of Senior Notes
Expected settlement date July 15, 2026 Settlement of the note offering
Senior Notes financial
"aggregate principal amount of 4.500% Senior Notes due 2033"
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.
effective yield financial
"4.500% Senior Notes due 2033 (the “Notes”) with an effective yield of 4.544%"
Effective yield is the actual annual return an investor earns on an investment after taking into account how interest or income is paid and reinvested (for example, monthly or quarterly) and any routine fees that reduce returns. It matters because it shows the true payoff you receive compared with a quoted rate, so investors can fairly compare choices the way you would compare take-home pay after taxes and deductions rather than just the gross salary number.
shelf registration statement regulatory
"offering of the Notes is being made pursuant to an effective shelf registration statement"
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.
prospectus supplement regulatory
"base prospectus and related prospectus supplement"
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.
Financial Promotion Order regulatory
"as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005"
A financial promotion order is a regulator-issued instruction that stops, corrects, or controls public communications about financial products or services when those communications are misleading, false, or unfair. Think of it like a temporary injunction or a product recall for advertising: it limits what a company can say to the public. For investors this matters because such an order can reduce market visibility, signal regulatory concern, and quickly affect a firm’s reputation and stock price.
forward-looking statements regulatory
"This press release contains “forward-looking statements” within the meaning of the safe harbor provisions"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
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FAQ

What did Jefferies Financial Group (JEF) announce in this 8-K filing?

Jefferies Financial Group announced the pricing of €850,000,000 principal amount of 4.500% Senior Notes due 2033. The notes carry an effective yield of 4.544% and are expected to settle on July 15, 2026, subject to customary closing conditions and documentation.

What are the key terms of Jefferies Financial Group’s new 4.500% Senior Notes?

The new Senior Notes have a 4.500% coupon, an effective yield of 4.544%, and a principal amount of €850,000,000. They mature on July 15, 2033, and settlement of the offering is expected on July 15, 2026, following satisfaction of customary closing conditions.

How does Jefferies Financial Group intend to use the note offering proceeds?

Jefferies Financial Group intends to use the net proceeds from the €850,000,000 Senior Notes offering for general corporate purposes. This broad category can include refinancing existing obligations, funding operations, supporting growth initiatives, or strengthening liquidity, depending on management’s capital allocation priorities.

Where will Jefferies Financial Group’s 4.500% Senior Notes be listed and traded?

Application is expected for the notes to be admitted to the Official List of the Irish Stock Exchange, trading as Euronext Dublin. Jefferies also expects admission to trading on Euronext Dublin’s Global Exchange Market, subject to approval by Euronext Dublin and completion of the listing process.

Under what documentation is Jefferies Financial Group offering these Senior Notes?

The offering is being made under an effective shelf registration statement, a base prospectus, and a related prospectus supplement. Investors can obtain these documents from the participating banks or access them for free on the SEC’s EDGAR system, providing detailed terms and risk disclosures for the notes.

Who are the main banks involved in Jefferies Financial Group’s note offering?

Jefferies International Limited is sole global co-ordinator and joint active book-runner. Banco Santander, Citigroup Global Markets, Natixis, SMBC Bank International, and Société Générale act as joint active book-runners, while several other international banks serve as co-managers, helping distribute the notes to institutional investors.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

 
FORM 8-K
 

 
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): July 8, 2026
 

 
Jefferies Financial Group Inc.
(Exact name of registrant as specified in its charter)
 

 
New York
001-05721
13-2615557
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
520 Madison Ave., New York, New York   10022
(Address of principal executive offices)   (Zip Code)
 
Registrant’s telephone number, including area code: 212-284-2300
 

(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
     
Title of each class   Trading
Symbol(s)
  Name of each exchange
on which registered
       
Voting Common Shares, par value $1 per share   JEF   New York Stock Exchange
4.850% Senior Notes Due 2027  
JEF 27A
  New York Stock Exchange
5.875% Senior Notes Due 2028   JEF 28   New York Stock Exchange
5.125% Senior Notes Due 2031   JEF 31   New York Stock Exchange
2.750% Senior Notes Due 2032   JEF 32A   New York Stock Exchange
6.200% Senior Notes Due 2034   JEF 34   New York Stock Exchange
5.500% Senior Notes Due 2036   JEF 36   New York Stock Exchange
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 

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Item 8.01.
Other Events.
 
On July 8, 2026, Jefferies Financial Group Inc. (the “Company”) entered into a purchase agreement (the “Purchase Agreement”) with Jefferies International Limited, Citigroup Global Markets Limited, Natixis, Banco Santander, S.A., SMBC Bank International plc and Société Générale, and the additional Underwriters named in Schedule A thereto, whereby the Company agreed to issue and sell to the underwriters €850,000,000 aggregate principal amount of its 4.500% Senior Notes due 2033 (the “Notes”). The offering is anticipated to close on July 15, 2026, subject to the satisfaction of customary closing conditions. The foregoing summary of the Purchase Agreement is qualified in its entirety by reference to the document filed as an exhibit to this report.
 
On July 8, 2026, the Company issued a press release (the “Pricing Press Release”) announcing the pricing of its public offering of the Notes. A copy of the Pricing Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
Item 9.01.
Financial Statements and Exhibits
 
(d) Exhibits.
 
   
Number
Exhibit
     
1.1
Purchase Agreement, dated as of July 8, 2026, by and among Jefferies Financial Group Inc., Jefferies International Limited, Citigroup Global Markets Limited, Natixis, Banco Santander, S.A., SMBC Bank International plc and Société Générale and the additional Underwriters named in Schedule A thereto, relating to the Notes
 
     
99.1
Pricing Press Release, dated July 8, 2026
 
     
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 
2

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
     
Date: July 8, 2026
JEFFERIES FINANCIAL GROUP INC.
 
 
 
 
 
By
 /s/ Michael J. Sharp
 
 
 
Name: Michael J. Sharp
 
 
Title: Executive Vice President and General Counsel
 
 
 3

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Exhibit 99.1
 
FOR IMMEDIATE RELEASE
 
July 8, 2026
 
Jefferies Financial Group Inc. Announces Pricing of €850,000,000 4.500% Senior Notes Due 2033
 
New York, New York — Jefferies Financial Group Inc. (NYSE: JEF) (“JFG”, “we” or “our”) today announced the pricing of its public offering of €850,000,000 aggregate principal amount of 4.500% Senior Notes due 2033 (the “Notes”) with an effective yield of 4.544%, maturing July 15, 2033. The offering is expected to settle on July 15, 2026, subject to the satisfaction of customary closing conditions.
 
Application is expected to be made for the Notes to be admitted to the Official List of the Irish Stock Exchange plc, trading as Euronext Dublin, and admitted to trading on the Global Exchange Market of Euronext Dublin; any listing is subject to approval by Euronext Dublin.
 
JFG intends to use the net proceeds of the offering for general corporate purposes. Jefferies International Limited served as sole global co-ordinator and joint active book-runner for the offering of the Notes, Banco Santander, S.A., Citigroup Global Markets Limited, Natixis, SMBC Bank International plc and Société Générale served as joint active book-runners, and Banco Bilbao Vizcaya Argentaria, S.A., BNY Mellon Capital Markets, LLC, CaixaBank, S.A., Danske Markets Inc., HSBC Bank plc, Intesa Sanpaolo IMI Securities Corp., NatWest Markets Plc, Skandinaviska Enskilda Banken AB, Standard Chartered Bank and UniCredit Bank GmbH served as co-managers.
 
The offering of the Notes is being made pursuant to an effective shelf registration statement, base prospectus and related prospectus supplement. Copies of the prospectus supplement and the base prospectus, when available, may be obtained by contacting Jefferies International Limited toll-free at (877) 877-0696, or by email at DCMProspectuses@jefferies.com; or Banco Santander, S.A. at 34-91-257-2029, or by email at syndicate@gruposantander.com; or Citigroup Global Markets Limited toll-free at 1-800-831-9146, or by email at prospectus@citi.com; or Natixis at +33 1 58 55 28 01, or by email at legal.bonds@natixis.com; or SMBC Bank International plc at +44 (0)20 4507 1000, or by email at GBLOSecuritiesLegal@gb.smbcgroup.com; or Société Générale at +33 (0)1 42 13 32 16, or by email at eur-glba-syn-cap@sgcib.com. Investors may also obtain these documents for free by visiting EDGAR on the Securities and Exchange Commission’s (“SEC”) website at www.sec.gov.
 
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
 
This press release is not being distributed to, and must not be passed on to, the general public in the United Kingdom. This press release is for distribution only to persons who (i) have professional experience in matters relating to investments and who fall within the definition of investment professionals (as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”)), (ii) fall within Article 49(2)(a) to (d) of the Financial Promotion Order, (iii) are outside the United Kingdom, or (iv) are other persons to whom it may otherwise lawfully be communicated or distributed under the Financial Promotion Order (all such persons together being referred to as “relevant persons”). This press release is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this press release relates is available only to relevant persons and will be engaged in only with relevant persons.
 
1

 
 
About Jefferies Financial Group Inc.
 
Jefferies (NYSE: JEF) is one of the world’s leading full-service investment banking and capital markets firms. We primarily serve public companies, private companies, and their sponsors and owners, institutional investors, and government entities. Our services are enhanced by our relentless client focus, our differentiated insights and a flat and nimble operating structure.
 
Forward-Looking Statements
 
This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include statements about our future and statements that are not historical facts. These forward‐looking statements are typically identified by such words as “believe,” “expect,” “anticipate,” “may,” “intend,” “outlook,” “will,” “estimate,” “forecast,” “project,” “should,” and other similar words and expressions, and are subject to numerous assumptions, risks and uncertainties, which will change over time. Forward-looking statements may contain beliefs, goals, intentions and expectations regarding revenues, earnings, operations, arrangements and other results, and may include statements of future performance, plans, and objectives. Forward-looking statements also include statements pertaining to our strategies for future development of our businesses and products. Forward‐looking statements speak only as of the date they are made; we do not assume any duty, and do not undertake, to update any forward‐looking statements. Furthermore, because forward‐looking statements represent only our belief regarding future events, many of which by their nature are inherently uncertain, the actual results or outcomes may differ, possibly materially, from the anticipated results or outcomes indicated in these forward-looking statements. Information regarding important factors, including risk factors that could cause actual results or outcomes to differ, perhaps materially, from those in our forward-looking statements, is contained in reports we file with the SEC, including our Quarterly Report on Form 10-Q for the quarter ended February 28, 2026 filed with the SEC on April 7, 2026. You should read and interpret any forward-looking statement together with reports we file or furnish with the SEC. Past performance may not be indicative of future results. Different types of investments involve varying degrees of risk. Therefore, it should not be assumed that future performance of any specific investment or investment strategy will be profitable or equal the corresponding indicated performance level(s).
 
For inquiries, please contact:
 
Jonathan Freedman
Head of Marketing and Communications
Jefferies Financial Group Inc.
mediacontact@jefferies.com
 
 

Filing Exhibits & Attachments

6 documents