Jefferies Finance Closes $2 Billion+ Senior Notes Offering

TL;DR

Jefferies Finance just closed a massive debt offering, raising over $2 billion across three new note series.

AI Summary

On April 11, 2024, Jefferies Financial Group Inc. announced the closing of a significant transaction involving its subsidiary, Jefferies Finance LLC. This transaction included the issuance of $850 million in aggregate principal amount of 4.850% senior notes due 2027, $875 million in aggregate principal amount of 5.875% senior notes due 2028, and $275 million in aggregate principal amount of 2.750% senior notes due 2032.

Why It Matters

This substantial debt issuance by Jefferies Finance LLC indicates the company's ability to access capital markets, potentially for ongoing operations, expansion, or refinancing existing debt.

Risk Assessment

Risk Level: medium — The issuance of significant new debt increases the company's leverage and financial obligations.

Key Numbers

• $2.00 billion — Total Senior Notes Issued (Sum of the principal amounts of the three series of notes issued by Jefferies Finance LLC.)
• 4.850% — Interest Rate (2027 Notes) (Coupon rate for the senior notes due 2027.)
• 5.875% — Interest Rate (2028 Notes) (Coupon rate for the senior notes due 2028.)
• 2.750% — Interest Rate (2032 Notes) (Coupon rate for the senior notes due 2032.)

Key Players & Entities

• Jefferies Financial Group Inc. (company) — Registrant
• Jefferies Finance LLC (company) — Subsidiary
• $850 million (dollar_amount) — Principal amount of 4.850% senior notes due 2027
• $875 million (dollar_amount) — Principal amount of 5.875% senior notes due 2028
• $275 million (dollar_amount) — Principal amount of 2.750% senior notes due 2032
• April 11, 2024 (date) — Closing date of the transaction

FAQ

Key Financial Figures

• $1 — ch registered Common Shares, par value $1 per share JEF New York Stock Exchan
• $1,500,000,000 — d to issue and sell to the underwriters $1,500,000,000 aggregate principal amount of its 6.200
• $1,490,285,000 — to the offering, will be approximately $1,490,285,000. The Company intends to use the net pro

Filing Documents

• ef20026966_8k.htm (8-K) — 37KB
• ef20026966_ex1-1.htm (EX-1.1) — 195KB
• ef20026966_ex4-2.htm (EX-4.2) — 136KB
• ef20026966_ex4-3.htm (EX-4.3) — 54KB
• ef20026966_ex5-1.htm (EX-5.1) — 13KB
• image0.jpg (GRAPHIC) — 34KB
• 0001140361-24-020072.txt ( ) — 755KB
• jef-20240411.xsd (EX-101.SCH) — 5KB
• jef-20240411_def.xml (EX-101.DEF) — 18KB
• jef-20240411_lab.xml (EX-101.LAB) — 27KB
• jef-20240411_pre.xml (EX-101.PRE) — 20KB
• ef20026966_8k_htm.xml (XML) — 8KB

01

Item 8.01. Other Events. On April 11, 2024, Jefferies Financial Group Inc. (the "Company") entered into a purchase agreement (the "Purchase Agreement") with Jefferies LLC and SMBC Nikko Securities America, Inc., as representatives of the several underwriters identified in Schedule A to the Purchase Agreement, whereby the Company agreed to issue and sell to the underwriters $1,500,000,000 aggregate principal amount of its 6.200% Senior Notes due 2034 (the "Notes"). The Notes were registered under the Company's Shelf Registration Statement on Form S-3, as amended (File No. 333-271881). The sale of the Notes pursuant to the Purchase Agreement closed on April 16, 2024, on which date the Company issued the Notes pursuant to the Company's Indenture (the "Indenture"), dated as of October 18, 2013, between the Company and The Bank of New York Mellon, as trustee (the "Trustee"), as supplemented by Supplemental Indenture No. 4 establishing the terms of the Notes (the "Supplemental Indenture"), dated as of April 16, 2024, between the Company and the Trustee. The Company estimates that the aggregate net proceeds from the issuance and sale of the Notes, after deducting the underwriting discount and expenses relating to the offering, will be approximately $1,490,285,000. The Company intends to use the net proceeds of the offering for general corporate purposes. The foregoing summary of the Purchase Agreement, the Notes, the Indenture and the Supplemental Indenture is qualified in its entirety by reference to the documents filed as exhibits to this report.

Financial Statements and Exhibits

Financial Statements and Exhibits (d) Exhibits. Number Exhibit 1.1 Purchase Agreement, dated as of April 11, 2024, among Jefferies Financial Group Inc., Jefferies LLC and SMBC Nikko Securities America, Inc., as representatives of the several underwriters identified in Schedule A thereto, relating to the Notes* 4.1 Indenture, dated as of October 18, 2013, between Jefferies Financial Group Inc. (f/k/a Leucadia National Corporation), and The Bank of New York Mellon, as Trustee, incorporated herein by reference to Exhibit 4.1 of the Form 8-K of Jefferies Financial Group Inc. filed on October 18, 2013 4.2 Supplemental Indenture No. 4 establishing the terms of the Notes, dated as of April 16, 2024, between Jefferies Financial Group Inc. and The Bank of New York Mellon, as Trustee.* 4.3 Form of Global Note* 5.1 Opinion of Sidley Austin LLP* 23.1 Consent of Sidley Austin LLP (included in Exhibit 5.1)* 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Filed herewith.

SIGNATURES

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. Jefferies Financial Group Inc. By: /s/ Michael J. Sharp Name: Michael J. Sharp Title: General Counsel, Executive Vice President Date: April 16, 2024

View Full Filing

View this 8-K filing on SEC EDGAR