UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01. | Other Events. |
On December 4, 2023, The Home Depot, Inc. (the “Company”) completed a public offering of $500,000,000 aggregate principal amount of 5.125% Notes due April 30, 2025 (the “2025 Notes”), $750,000,000 aggregate principal amount of 4.950% Notes due September 30, 2026 (the “2026 Notes”), and $750,000,000 aggregate principal amount of 4.900% Notes due April 15, 2029 (the “2029 Notes,” and together with the 2025 Notes and the 2026 Notes, the “Notes”). The offering of the Notes was made pursuant to the Company’s shelf registration statement on Form S-3 (Registration No. 333-259121) filed with the Securities and Exchange Commission on August 27, 2021.
The Notes were issued under an Indenture dated as of August 24, 2012 (the “Indenture”) between the Company and Deutsche Bank Trust Company Americas, as Trustee.
The foregoing summary is qualified by reference to the Indenture and the respective forms of global note for the offering, which are filed as exhibits to this Current Report on Form 8-K and are incorporated by reference herein and in the above-referenced shelf registration statement.
| Item 9.01. | Financial Statements and Exhibits. |
The documents included as exhibits to this report are filed solely to provide information about their terms, are not intended to provide any factual or other information about the Company or the other parties to the agreements, and should not be relied upon by investors for any other purpose.
| (d) | Exhibits |
| Exhibit |
Description | |
| 4.1 | Indenture, dated as of August 24, 2012, between the Company and Deutsche Bank Trust Company Americas, as Trustee – incorporated herein by reference to Exhibit 4.3 of the Company’s Registration Statement on Form S-3 (Registration No. 333-183621). | |
| 4.2 | Form of 5.125% Note due April 30, 2025. | |
| 4.3 | Form of 4.950% Note due September 30, 2026. | |
| 4.4 | Form of 4.900% Note due April 15, 2029. | |
| 5.1 | Opinion of Alston & Bird LLP. | |
| 23.1 | Consent of Alston & Bird LLP (included in Exhibit 5.1). | |
| 104 | The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101). | |
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.
| THE HOME DEPOT, INC. | ||||||
| Date: December 4, 2023 | By: | /s/ Richard V. McPhail | ||||
| Name: | Richard V. McPhail | |||||
| Title: | Executive Vice President and Chief Financial Officer | |||||