Amphenol Corp Enters Material Definitive Agreement

TL;DR

Amphenol signed a big deal on April 2nd. Details to follow.

AI Summary

On April 2, 2024, Amphenol Corporation entered into a Material Definitive Agreement. The filing also includes other events and financial statements/exhibits. Amphenol Corporation is incorporated in Delaware and headquartered in Wallingford, Connecticut.

Why It Matters

This filing indicates a significant new contract or partnership for Amphenol Corporation, which could impact its future revenue and operations.

Risk Assessment

Risk Level: medium — The nature of the Material Definitive Agreement is not fully disclosed, leaving potential risks and benefits unclear.

Key Players & Entities

• Amphenol Corporation (company) — Registrant
• Delaware (jurisdiction) — State of incorporation
• April 2, 2024 (date) — Date of earliest event reported
• 358 Hall Avenue, Wallingford, Connecticut 06492 (address) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — hich registered Class A Common Stock, $0.001 par value per share APH New York St
• $450,000,000 — reto, relating to the offer and sale of $450,000,000 aggregate principal amount of the Compa
• $600,000,000 — r Notes due 2029 (the "2029 Notes") and $600,000,000 aggregate principal amount of the Compa
• $3,000.0 million — volving credit facility, at any time of $3,000.0 million. On April 2, 2024, the Company issued

Filing Documents

• tm2410279d1_8k.htm (8-K) — 26KB
• tm2410279d1_ex1-1.htm (EX-1.1) — 231KB
• tm2410279d1_ex99-1.htm (EX-99.1) — 13KB
• 0001104659-24-042818.txt ( ) — 494KB
• aph-20240402.xsd (EX-101.SCH) — 3KB
• aph-20240402_lab.xml (EX-101.LAB) — 33KB
• aph-20240402_pre.xml (EX-101.PRE) — 22KB
• tm2410279d1_8k_htm.xml (XML) — 3KB

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Item 1.01 Entry into a Material Definitive Agreement. On April 2, 2024, Amphenol Corporation (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") by and between the Company and BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and TD Securities (USA) LLC, as representatives of the several Underwriters named in Schedule A thereto, relating to the offer and sale of $450,000,000 aggregate principal amount of the Company's 5.050% Senior Notes due 2027 (the "2027 Notes"), $450,000,000 aggregate principal amount of the Company's 5.050% Senior Notes due 2029 (the "2029 Notes") and $600,000,000 aggregate principal amount of the Company's 5.250% Senior Notes due 2034 (the "2034 Notes" and, together with the 2027 Notes and 2029 Notes, the "Notes"). A copy of the Underwriting Agreement is attached as Exhibit 1.1 hereto, and is filed herewith for purposes of incorporation by reference into the Company's Registration Statement (No. 333-270605). The above description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated by reference herein.

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Item 8.01 Other Events. On March 26, 2024, the Company's Board of Directors resolved to maintain a limit on the maximum aggregate principal amount outstanding of any U.S. short-term, unsecured commercial paper notes, any euro-commercial paper notes and any other commercial paper or similar programs, along with outstanding amounts under the Company's unsecured revolving credit facility, at any time of $3,000.0 million. On April 2, 2024, the Company issued a press release announcing the pricing of each series of the Notes, which is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

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Item 9.01

Financial Statements and Exhibits

Financial Statements and Exhibits. Exhibit No. Description 1.1 Underwriting Agreement, dated April 2, 2024, by and between the Company and BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and TD Securities (USA) LLC, as representatives of the several Underwriters named in Schedule A thereto, relating to the offer and sale of $450,000,000 aggregate principal amount of the 2027 Notes, $450,000,000 aggregate principal amount of the 2029 Notes and $600,000,000 aggregate principal amount of the 2034 Notes. 99.1 Press Release of the Company, dated April 2, 2024. 104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

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. AMPHENOL CORPORATION Date: April 3, 2024 By: /s/ Craig A. Lampo Name: Craig A. Lampo Title: Senior Vice President and Chief Financial Officer