Kraft Heinz agrees to sell €1B euro notes

Kraft Heinz agrees to sell €1B euro notes

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What new notes did The Kraft Heinz Company (KHC) announce on May 7, 2026?

How large is Kraft Heinz’s new euro-denominated debt offering?

What are the interest rates and maturities of KHC’s new senior notes?

When are Kraft Heinz’s new euro notes expected to be issued?

Who are the underwriters for The Kraft Heinz Company’s euro note offering?

Positive

Negative

The Kraft Heinz Company reported that its wholly owned subsidiary Kraft Heinz Foods Company entered into an underwriting agreement for a major euro-denominated debt offering.

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

The Kraft Heinz Company reported that its wholly owned subsidiary Kraft Heinz Foods Company entered into an underwriting agreement for a major euro-denominated debt offering. The Issuer plans to sell €500,000,000 of 3.500% senior notes due 2031 and €500,000,000 of 3.950% senior notes due 2034 to a syndicate of underwriters on a firm commitment basis. The notes are expected to be issued on or around May 21, 2026, with The Kraft Heinz Company acting as guarantor. This transaction increases the group’s long-term, fixed-rate euro funding.

Kraft Heinz arranges €1B in new euro notes, extending fixed-rate funding.

The filing shows Kraft Heinz Foods Company agreeing to sell €1,000,000,000 of euro-denominated senior notes, split between 2031 and 2034 maturities, at fixed coupons of 3.500% and 3.950%. The Kraft Heinz Company guarantees these obligations.

This deal adds sizable, long-dated euro funding, which can help match European cash flows and lock in current interest rates. However, it also increases overall gross debt, and the filing does not detail how proceeds will be used or how covenants compare with existing notes.

Underwriters have committed to purchase the notes, and issuance is expected on or around May 21, 2026, subject to customary closing conditions. Investors will need future disclosures for information on use of proceeds, any redemption terms, and how this issuance interacts with Kraft Heinz’s broader liability management strategy.

2 items: 8.01, 9.01

2 items

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, or exhibit attachments filed with this report.

2031 notes size: €500,000,000 aggregate principal amount 2031 notes coupon: 3.500% 2034 notes size: €500,000,000 aggregate principal amount +4 more

7 metrics

2031 notes size €500,000,000 aggregate principal amount 3.500% senior notes due 2031

2031 notes coupon 3.500% Interest rate on senior notes due 2031

2034 notes size €500,000,000 aggregate principal amount 3.950% senior notes due 2034

2034 notes coupon 3.950% Interest rate on senior notes due 2034

Total euro notes €1,000,000,000 aggregate principal amount Combined 2031 and 2034 senior notes

Underwriting agreement date May 7, 2026 Date agreement for notes was executed

Expected issuance date On or around May 21, 2026 Planned closing for the notes

underwriting agreement, aggregate principal amount, senior notes, firm commitment basis, +1 more

5 terms

underwriting agreement financial

"entered into an underwriting agreement (the “Underwriting Agreement”) in connection with the offering"

An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.

aggregate principal amount financial

"offering of €500,000,000 aggregate principal amount of 3.500% senior notes due 2031"

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.

senior notes financial

"3.500% senior notes due 2031 (the “2031 Notes”) and €500,000,000 aggregate principal amount of 3.950% senior notes due 2034"

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.

firm commitment basis financial

"Pursuant to the Underwriting Agreement, the Underwriters agreed to purchase the Notes on a firm commitment basis."

An agreement in which an underwriter agrees to buy an entire new stock or bond offering from a company and then resell it to the public, taking full responsibility for any unsold shares. Think of the underwriter as a store that buys all the inventory up front: this guarantees the company gets the money and gives investors certainty the deal will happen, while the underwriter’s risk and pricing choices can affect short‑term share availability and price stability.

guarantor financial

"Kraft Heinz Foods Company (the “Issuer”), a 100% owned operating subsidiary of The Kraft Heinz Company (the “Guarantor”)"

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Kraft Heinz’s subsidiary agreed to issue two euro senior note tranches: €500,000,000 of 3.500% notes due 2031 and €500,000,000 of 3.950% notes due 2034. The Kraft Heinz Company will guarantee both series.

The offering totals €1,000,000,000 in aggregate principal amount, split evenly between two series of senior notes. Each tranche is €500,000,000, one maturing in 2031 and the other in 2034, both sold to underwriters on a firm commitment basis.

Kraft Heinz Foods Company will issue 3.500% senior notes due 2031 and 3.950% senior notes due 2034. These fixed coupons lock in long-term euro borrowing costs for the subsidiary, with The Kraft Heinz Company acting as guarantor on both issues.

The notes are expected to be issued on or around May 21, 2026, subject to customary closing conditions. This timing follows execution of the underwriting agreement on May 7, 2026, with a syndicate of international underwriters committed to purchase the notes.

Citigroup Global Markets Limited, Deutsche Bank AG London Branch, Goldman Sachs & Co. LLC, and Merrill Lynch International act as representatives of the several underwriters. They agreed to purchase the notes from Kraft Heinz Foods Company on a firm commitment basis.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/12/2026 - 05:31 PM

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): May 7, 2026

LOGO

The Kraft Heinz Company

(Exact name of registrant as specified in its charter)

Delaware

001-37482

46-2078182

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

One PPG Place, Pittsburgh, Pennsylvania 15222

(Address of principal executive offices, including zip code)

(412) 456-5700

(Registrant’s telephone number, including area code)

Not Applicable

(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
Common stock, $0.01 par value	KHC	The Nasdaq Stock Market LLC
3.500% Senior Notes Due 2029	KHC29	The Nasdaq Stock Market LLC
3.2500% Senior Notes due 2033	KHC33	The Nasdaq Stock Market LLC

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. ☐

Item 8.01.

Other Events.

On May 7, 2026, Kraft Heinz Foods Company (the “Issuer”), a 100% owned operating subsidiary of The Kraft Heinz Company (the “Guarantor”), entered into an underwriting agreement (the “Underwriting Agreement”) in connection with the offering of €500,000,000 aggregate principal amount of 3.500% senior notes due 2031 (the “2031 Notes”) and €500,000,000 aggregate principal amount of 3.950% senior notes due 2034 (the “2034 Notes” and, together with the 2031 Notes, the “Notes”) with Citigroup Global Markets Limited, Deutsche Bank AG, London Branch, Goldman Sachs & Co. LLC and Merrill Lynch International, as representatives of the several underwriters named therein (collectively, the “Underwriters”). Pursuant to the Underwriting Agreement, the Underwriters agreed to purchase the Notes on a firm commitment basis. The Notes are expected to be issued on or around May 21, 2026, subject to customary closing conditions.

The description of the Underwriting Agreement in this Current Report is a summary and is qualified in its entirety by reference to the Underwriting Agreement. The Underwriting Agreement is filed herewith as Exhibit 1.1 and is incorporated by reference herein.

Item 9.01.

Financial Statements and Exhibits.


Exhibit No.		Description

1.1		Underwriting Agreement, dated May 7, 2026, among Kraft Heinz Foods Company, The Kraft Heinz Company, Citigroup Global Markets Limited, Deutsche Bank AG, London Branch, Goldman Sachs & Co. LLC, Merrill Lynch International, and the several underwriters named therein.

104		The cover page of The Kraft Heinz Company’s Current Report on Form 8-K dated May 7, 2026, formatted in inline XBRL.

SIGNATURE

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.

Source: View Original Filing on SEC EDGAR

5 documents

The Kraft Heinz Company

Date: May 12, 2026

/s/ Andre Maciel

Andre Maciel

Executive Vice President & Global Chief Financial Officer