---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-077925"
form_type: "8-K"
ticker: "BF-A"
cik: "0000014693"
company_name: "BROWN FORMAN CORP"
filed_at: "2023-03-23T23:59:59+00:00"
generated_at: "2026-06-17T18:06:27.919488+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Brown-Forman issues $650M of 4.750% Notes due 2033, repays $600M term loan

## Summary
- Issued $650M of 4.750% Notes due April 15, 2033; interest payable semi-annually starting Oct 15, 2023.
- Net proceeds used to repay $600M of outstanding 364-day term loan dated Jan 3, 2023.
- Remaining net proceeds allocated for general corporate purposes.
- Notes sold via underwriting agreement with BofA, Citigroup, J.P. Morgan, and U.S. Bancorp Investments.
- Issued under automatic shelf registration statement on Form S-3 filed March 8, 2023.

## SEC filing metadata
- accession: 0001193125-23-077925
- form_type: 8-K
- ticker: BF-A
- cik: 0000014693
- company_name: BROWN FORMAN CORP
- filed_at: 2023-03-23T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 2.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/14693/000119312523077925/0001193125-23-077925-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/14693/000119312523077925/d367875d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-077925
- JSON: https://secwatch.observer/filing/0001193125-23-077925.json
- Plain text: https://secwatch.observer/filing/0001193125-23-077925.txt

## Key facts
- Debt Financings
  BROWN FORMAN CORP incurred senior notes of $650,000,000 aggregate principal amount with U.S. Bank Trust Company, National Association at 4.750% per year maturing April 15, 2033.
  - Instrument: senior notes
  - Principal: $650,000,000 aggregate principal amount
  - Counterparty: U.S. Bank Trust Company, National Association
  - Rate: 4.750% per year
  - Maturity: April 15, 2033
  - Event: incurrence
  source text: On March 23, 2023, Brown-Forman Corporation (the “Company”) completed the sale of $650,000,000 aggregate principal amount of 4.750% Notes due 2033 (the “Notes”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/14693/000119312523077925/0001193125-23-077925-index.htm
- Material Agreements
  BROWN FORMAN CORP entered into 364-day term loan agreement with U.S. Bank National Association, as administrative agent; Bank of America, N.A., Citibank, N.A. and JPMorgan Chase Bank, N.A., as co-syndication agents; The Bank of Nova Scotia, as documentation agent; and U.S. Bank National Association, BofA Securities, Inc., Citibank N.A. and JPMorgan Chase Bank, N valued at $600,000,000 of outstanding indebtedness (effective 2023-01-03).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: U.S. Bank National Association, as administrative agent; Bank of America, N.A., Citibank, N.A. and JPMorgan Chase Bank, N.A., as co-syndication agents; The Bank of Nova Scotia, as documentation agent; and U.S. Bank National Association, BofA Securities, Inc., Citibank N.A. and JPMorgan Chase Bank, N
  - Value: $600,000,000 of outstanding indebtedness
  - Effective: 2023-01-03
  source text: The Company used the net proceeds from this offering to repay $600,000,000 of outstanding indebtedness under the Company’s 364-day term loan agreement (the "Term Loan Agreement"), dated January 3, 2023, between the Company and the lenders party thereto, U.S. Bank National Association, as administrative agent, Bank of America, N.A., Citibank, N.A. and JPMorgan Chase Bank, N.A., as co-syndication agents, The Bank of Nova Scotia, as documentation agent, and U.S. Bank National Association, BofA Securities, Inc., Citibank N.A. and JPMorgan Chase Bank, N.A., as joint lead arrangers and joint bookrunners.
  evidence_url: https://www.sec.gov/Archives/edgar/data/14693/000119312523077925/0001193125-23-077925-index.htm
- Material Agreements
  BROWN FORMAN CORP entered into Underwriting Agreement with BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters valued at $650,000,000 aggregate principal amount (effective 2023-03-21).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters
  - Value: $650,000,000 aggregate principal amount
  - Effective: 2023-03-21
  source text: The Notes were sold pursuant to an underwriting agreement (the "Underwriting Agreement"), dated March 21, 2023, among the Company, BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters named therein (collectively, the "Underwriters").
  evidence_url: https://www.sec.gov/Archives/edgar/data/14693/000119312523077925/0001193125-23-077925-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.