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Form 8-K · Current Report · Filed 2025-12-18

Zoetis Announces $2.0 Billion Convertible Senior Notes Offering

Zoetis Inc. completed a private offering of $2.0 billion aggregate principal amount of 0.25% Convertible Senior Notes due 2029. The net proceeds are estimated at $1.9696 billion after deducting discounts and expenses. Zoetis intends to use these proceeds for capped call transactions, stock repurchases, and other corporate purposes. The Notes, issued under an indenture with Deutsche Bank Trust Company Americas as trustee, can be converted into Zoetis common stock under certain conditions. Zoetis also entered into capped call transactions to hedge against potential dilution from the conversion of the Notes.

Filer
Zoetis Inc. ZTS · NYSE
Filed
Accession
0001193125-25-324853
CIK
0001555280
Signal
Medium impactHealthcare

Items reported

Item 1.01

Entry into a Material Definitive Agreement

Financial Instrument Agreement
Item 2.03

Creation of a Direct Financial Obligation

New Debt Issued
Item 3.02

Unregistered Sales of Equity Securities

Unregistered Stock Issuance
Item 7.01

Regulation FD Disclosure

Regulation FD Disclosure

Market reaction

Close before filing

$122.25

Next session

-0.0%

Since filing

-36.8%

Latest close

$77.29

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from ZTS reporting the same item, with the next session's move:

About Zoetis Inc.

Zoetis Inc. is a global leader in the animal healthcare sector, specializing in the development, manufacture, and commercialization of a diverse range of medicines and vaccines for pets and livestock. Originally part of Pfizer, Zoetis spun off in 2013 and has solidified its position as a key player in the industry. The company's portfolio includes products aimed at veterinarians and livestock producers, supporting health and productivity across various animal species. Zoetis's impact is significant in both the companion animal market, which is driven by increasing pet ownership and rising expenditure on pet care, and the livestock market, which benefits from enhancements in productivity and disease management. Zoetis operates in over 100 countries, continuously investing in research and innovation to address the evolving needs of animal health. Its strategic initiatives and partnerships contribute to building a sustainable future for the animal health industry, bolstering Zoetis’s reputation and relevance in the global market.

Exchange NYSE Industry Drug Manufacturers - Specialty & Generic Company website ↗

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