UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On October 2, 2024, Keysight Technologies, Inc. (“Keysight”) entered into an underwriting agreement (the “Underwriting Agreement”) with BNP Paribas Securities Corp., Citigroup Global Markets Inc. and BofA Securities, Inc. as representatives of the underwriters named in Schedule 1 thereto (together, the “Underwriters”), pursuant to which Keysight agreed to issue and sell to the Underwriters $600,000,000 aggregate principal amount of 4.950% Notes due 2034 (the “Notes”) pursuant to an effective registration statement on Form S-3 (Registration Statement No. 333-282431) previously filed with the Securities and Exchange Commission (the “SEC”), as supplemented by the preliminary prospectus supplement filed with the SEC on October 2, 2024 and the final prospectus supplement filed with the SEC on October 3, 2024 (the “Registration Statement”). The offering is expected to close on October 9, 2024, subject to customary closing conditions.
The foregoing description of the Underwriting Agreement is qualified in its entirety by reference to the text of the Underwriting Agreement, a copy of which is filed herewith as Exhibit 1.1 and incorporated herein by reference.
This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of 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 jurisdiction.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
Exhibit |
Description | |
| 1.1 | Underwriting Agreement, dated October 2, 2024, among Keysight Technologies, Inc. and BNP Paribas Securities Corp., Citigroup Global Markets Inc. and BofA Securities, Inc. as representatives of the underwriters named in Schedule 1 thereto | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| KEYSIGHT TECHNOLOGIES, INC. | ||||||
| Date: October 3, 2024 | By: | /s/ Jeffrey K. Li | ||||
| Jeffrey K. Li | ||||||
| Senior Vice President, General Counsel and Secretary | ||||||