Whirlpool Corporation Announces Pricing of Upsized Concurrent Offerings of Common Stock and Depositary Shares

Core Viewpoint - Whirlpool Corporation has announced the pricing of its concurrent public offerings of common stock and depositary shares, aiming to raise approximately $963 million in total to repay debt and fund strategic investments [1][2]. Group 1: Offerings Details - The company is offering 6,884,057 shares of common stock at a price of $69.00 per share, and 10,500,000 depositary shares at $50.00 each, representing a 1/20th interest in newly issued 8.50% Series A Mandatory Convertible Preferred Stock [1][2]. - The net proceeds from the common stock offering are expected to be approximately $454.9 million, while the depositary shares offering is projected to yield around $508.1 million, both before underwriting discounts and expenses [1][2]. - The offerings are set to close on February 27, 2026, pending customary closing conditions [1]. Group 2: Private Placement Agreement - On February 24, 2026, the company entered into a Common Stock Purchase Agreement with Guangdong Whirlpool Electrical Appliances Co., Ltd. for the sale of 434,782 shares at $69.00 per share, totaling $30 million [1]. - The effectiveness of the Purchase Agreement is contingent upon shareholder approval from Whirlpool China, with a closing date initially scheduled for July 31, 2026, which can be delayed by the buyer for up to 240 days [1]. Group 3: Use of Proceeds - The net proceeds from the offerings will be utilized to repay a portion of the outstanding amounts under the company's revolving credit facility and for general corporate purposes, including strategic investments in vertical integration and automation [1][2]. Group 4: Preferred Stock Features - Holders of the depositary shares will have rights and preferences in the preferred stock, including conversion, dividend, liquidation, and voting rights, with dividends accumulating at an annual rate of 8.50% [1]. - Each share of preferred stock will automatically convert into a range of 12.334 to 14.492 shares of common stock by February 15, 2029, subject to anti-dilution adjustments [1].