On February 7, 2025, FedEx Corporation (FDX, Financial) announced an extension of the expiration date for its previously announced exchange offers and related consent solicitations. The offers involve exchanging outstanding senior notes for new notes and adopting proposed amendments to the indentures governing these notes. The expiration date has been extended from February 6, 2025, to February 21, 2025, at 5:00 p.m. New York City time.
The proposed amendments aim to facilitate the automatic and unconditional release and discharge of the guarantee of FedEx Freight, Inc. when it ceases to be a subsidiary of FedEx. This is part of a broader strategy to separate the FedEx Freight business into a new publicly traded company through capital markets.
As of the prior expiration date, the requisite consents were received for several series of notes, including the 3.400% Notes due 2028 and 5.100% Notes due 2044, among others. However, consents for the 4.200% Notes due 2028 and other non-majority notes have not yet been received.
FedEx has also amended the terms of the exchange offers for certain notes, allowing eligible holders who tender their notes after the prior expiration date to receive new notes but not the cash portion of the early participation payment. This amendment applies to the 3.875% Notes due 2042, 4.050% Notes due 2048, and others.
The new notes offered in these exchange offers are not registered under the Securities Act of 1933 and may only be offered or sold in the U.S. under specific exemptions.
For more detailed information, investors are encouraged to review the confidential offering memorandum and consent solicitation statement dated January 7, 2025.
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