Form 8-K





Washington, D.C. 20549






Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): December 27, 2018




(Exact name of registrant as specified in its charter)




Delaware   1-9608   36-3514169

(State or Other Jurisdiction

of Incorporation)



File Number)


(IRS Employer

Identification Number)

221 River Street

Hoboken, New Jersey 07030

(Address of principal executive offices including zip code)

(201) 610-6600

(Registrant’s telephone number, including area code)



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 (see General Instruction A.2. below):


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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 1.02 Termination of a Material Definitive Agreement

On December 27, 2018, Newell Brands Inc. (the “Company”) repaid its outstanding debt (including accrued interest)(the “Bridge Loan Repayment”) under that certain loan agreement (as supplemented, amended or modified from time to time, the “Bridge Loan Agreement”) by and among the Company and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent. The Bridge Loan Repayment was made prior to the maturity date and no prepayment penalties were incurred by the Company. Consequently, the Bridge Loan Agreement terminated on December 27, 2018.

Some of the lenders under the Bridge Loan Agreement (and their respective subsidiaries or affiliates) have in the past provided, and may in the future provide, investment banking, underwriting, lending, commercial banking, trust and other advisory services to the Company and its subsidiaries and affiliates. These parties have received, and may in the future receive, customary compensation from the Company and its subsidiaries and affiliates for such services.

A brief description of the terms and conditions of the Bridge Loan Agreement was disclosed in the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on December 18, 2018.


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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.


Dated: January 3, 2019     By:  

/s/ Bradford R. Turner

      Bradford R. Turner

Chief Legal Officer and Administrative Officer and

Corporate Secretary


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