| Item 1.01. | Entry into a Material Definitive Agreement |
Pursuant to the previously announced offering of $550 million aggregate principal amount of 4.650% Senior Notes due 2029 (the “2029 Notes”), $550 million aggregate principal amount of 5.150% Senior Notes due 2034 (the “2034 Notes”), $550 million aggregate principal amount of 5.750% Senior Notes due 2054 (the “2054 Notes” and, together with the 2029 Notes and 2034 Notes, the “Senior Notes”) and $500 million aggregate principal amount of 6.875% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2054 (the “Subordinated Notes” and, together with the Senior Notes, the “Notes”) to be issued by Aptiv PLC and Aptiv Global Financing Designated Activity Company (together with Aptiv PLC, the “Issuers”), the Issuers, the Guarantor (as defined below), Wilmington Trust, National Association, as trustee, and Deutsche Bank Trust Company Americas, as registrar, paying agent and authenticating agent, entered into (i) an eleventh supplemental indenture, dated as of September 13, 2024 (the “Senior Notes Supplemental Indenture”) to the Senior Notes Indenture dated as of March 10, 2015 (as amended, supplemented or otherwise modified from time to time, the “Senior Notes Base Indenture” and together with the Senior Notes Supplemental Indenture, the “Senior Indenture”), providing for the issuance of the Senior Notes (ii) the Subordinated Notes Indenture, dated as of September 13, 2024 (as amended, supplemented or otherwise modified from time to time, the “Subordinated Notes Base Indenture”) and (iii) a first supplemental indenture, dated as of September 13, 2024 (the “Subordinated Notes Supplemental Indenture”) to the Subordinated Notes Base Indenture (the Subordinated Notes Base Indenture, together with the Subordinated Notes Supplemental Indenture, the “Subordinated Indenture” and the Subordinated Indenture and the Senior Indenture, each an “Indenture” and together, the “Indentures”), providing for the issuance of the Subordinated Notes. The Notes will be fully and unconditionally guaranteed on an unsecured basis (the “Guarantees” and, together with the Notes, the “Securities”) by Aptiv Corporation, an indirect subsidiary of Aptiv PLC (the “Guarantor”).
The 2029 Notes will bear interest at a fixed rate of 4.650% per annum, and interest will be payable on March 13 and September 13 of each year, beginning March 13, 2025 until the maturity date of September 13, 2029. The 2034 Notes will bear interest at a fixed rate of 5.150% per annum, and interest will be payable on March 13 and September 13 of each year, beginning March 13, 2025 until the maturity date of March 13, 2034. The 2054 Notes will bear interest at a fixed rate of 5.750% per annum, and interest will be payable on March 13 and September 13 of each year, beginning March 13, 2025 until the maturity date of September 13, 2054. The Subordinated Notes will bear interest (i) from and including September 13, 2024 to, but excluding, December 15, 2029 (the “First Reset Date”) at a rate of 6.875% per annum and (ii) from and including the First Reset Date during each five-year period following the First Reset Date (each such five-year period, an “Interest Reset Period”) at a rate equal to the Five-Year Treasury Rate (as defined in the Subordinated Notes Supplemental Indenture) as of the most recent Reset Interest Determination Date (as defined in the Subordinated Notes Supplemental Indenture), plus 3.385%.
