Primo Brands Corp
For the period ended Mar 31, 2025. Filed May 8, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 8, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 6. Exhibits
| ITEM 6. | EXHIBITS |
|---|
| Incorporated by Reference · Filed/ FurnishedHerewith | |||||
|---|---|---|---|---|---|
| Exhibit No. | Description of Exhibit | Form | Exhibit No. | FilingDate | File No. |
| 2.1 (1) | Arrangement Agreement and Plan of Merger. | 8-K | 2.1 | 6/18/2024 | 001-31410 |
| 2.2 (1) | Amendment No. 1 to Arrangement Agreement and Plan of Merger. | 8-K | 2.1 | 10/4/2024 | 001-31410 |
| 3.1 | Amended and Restated Certificate of Incorporation of Primo Brands Corporation. | 8-K 12G3/A | 3.1 | 11/12/2024 | 000-56706 |
| 3.2 | Amended and Restated Bylaws of Primo Brands Corporation. | 8-K 12G3/A | 3.2 | 11/12/2024 | 000-56706 |
| 4.1 | Indenture, dated as of March 31, 2021, by and among Triton Water Holdings, Inc., as issuer, the guarantors party thereto, and Wilmington Trust, National Association, as trustee, governing the 6.250% Senior Notes due 2029. | 8-K 12G3/A | 4.7 | 11/12/2024 | 000-56706 |
| 4.1.1 | Form of 6.250% Senior Notes due 2029. | 8-K 12G3/A | Exhibit A to Exhibit 4.7 | 11/12/2024 | 000-56706 |
| 4.1.2 | First Supplemental Indenture, dated as of February 7, 2025, by and among Triton Water Holdings, Inc., as issuer, the guarantors party thereto, and Wilmington Trust, National Association, as trustee, to the Indenture, dated as of March 31, 2021, by and among Triton Water Holdings, Inc., as issuer, the guarantors party thereto, and Wilmington Trust, National Association, as trustee, governing the 6.250% Senior Notes due 2029. | 8-K | 4.3 | 2/10/2025 | 001-42404 |
| 4.2 | Indenture, dated as of October 22, 2020, by and among Primo Water Holdings Inc., the guarantors party thereto, BNY Trust Company of Canada, as Canadian Trustee, The Bank of New York Mellon, as U.S. Trustee, Paying Agent, Registrar, Transfer Agent and Authenticating Agent, and The Bank of New York Mellon, London Branch, as London Paying Agent, governing the 3.875% Senior Notes due 2028. | 8-K | 4.1 | 10/22/2020 | 001-31410 |
| 4.2.1 | Form of 3.875% Senior Notes due 2028. | 8-K | Exhibit A to Exhibit 4.1 | 10/22/2020 | 001-31410 |
| 4.2.2 | First Supplemental Indenture, dated as of October 24, 2023, by and among Primo Water Holdings Inc., Primo Water Financing One LLC, as a guarantor, BNY Trust Company of Canada, and The Bank of New York Mellon, to the Indenture, dated as of October 22, 2020, by and among Primo Water Holdings Inc., the guarantors party thereto, BNY Trust Company of Canada, as Canadian trustee, The Bank of New York Mellon, as U.S. trustee, and The Bank of New York Mellon, London Branch, as London paying agent. | 10-K | 4.5 | 2/28/2024 | 001-31410 |
| 4.2.3 | Guarantee of 3.875% Senior Notes due 2028 by Primo Brands Corporation. | 8-K 12G3/A | 4.9 | 11/12/2024 | 000-56706 |
| 4.2.4 | Second Supplemental Indenture, dated as of February 7, 2025, by and among Primo Water Holdings Inc., BNY Trust Company of Canada, as Canadian trustee, and The Bank of New York Mellon, to the Indenture, dated as of October 22, 2020, by and among Primo Water Holdings Inc., as issuer, the guarantors party thereto, BNY Trust Company of Canada, as Canadian trustee, The Bank of New York Mellon, as U.S. trustee, and The Bank of New York Mellon, London Branch, as London paying agent, governing the 3.875% Senior Notes due 2028. | 8-K | 4.1 | 2/10/2025 | 001-42404 |
| 4.3 | Indenture, dated as of April 30, 2021, by and among Primo Water Holdings Inc., as issuer, the guarantors party thereto, BNY Trust Company of Canada, as Canadian trustee, and The Bank of New York Mellon, as U.S. trustee, paying agent, registrar, transfer agent, and authenticating agent, governing the 4.375% Senior Notes due 2029. | 8-K | 4.1 | 4/30/2021 | 001-31410 |
| 4.3.1 | Form of 4.375% Senior Notes due 2029. | 8-K | Exhibit A to Exhibit 4.1 | 4/30/2021 | 001-31410 |
| 4.3.2 | First Supplemental Indenture, dated as of October 24, 2023, by and among Primo Water Holdings Inc., Primo Water Financing One LLC, as a guarantor, BNY Trust Company of Canada, and The Bank of New York Mellon, to the Indenture, dated as of April 30, 2021, by and among Primo Water Holdings Inc., the guarantors party thereto, BNY Trust Company of Canada, as Canadian trustee, and The Bank of New York Mellon, as U.S. trustee. | 10-K | 4.6 | 2/28/2024 | 001-31410 |
| 4.3.3 | Guarantee of 4.375% Senior Notes due 2029 by Primo Brands Corporation. | 8-K 12G3/A | 4.10 | 11/12/2024 | 000-56706 |
| 4.3.4 | Second Supplemental Indenture, dated as of February 7, 2025, by and among Primo Water Holdings Inc., BNY Trust Company of Canada, as Canadian trustee, and The Bank of New York Mellon, as U.S. trustee, to the Indenture, dated as of April 30, 2021, by and among Primo Water Holdings Inc., as issuer, the guarantors party thereto, BNY Trust Company of Canada, as Canadian trustee, and The Bank of New York Mellon, as U.S. trustee, paying agent, registrar, transfer agent, and authenticating agent, governing the 4.375% Senior Notes due 2029. | 8-K | 4.2 | 2/10/2025 | 001-42404 |
| 4.4 | Indenture, dated as of February 12, 2025, by and among Primo Water Holdings Inc., Triton Water Holdings, Inc., Primo Brands Corporation, the other guarantors party thereto, Wilmington Trust, National Association, as trustee and notes collateral agent, Deutsche Bank AG, London Branch, as paying agent, and Deutsche Bank Trust Company Americas, as Euro registrar, governing the 3.875% Senior Secured Notes due 2028 and the 4.375% Senior Secured Notes due 2029. | 8-K | 4.1 | 2/12/2025 | 001-42404 |
| 4.4.1 | Form of 3.875% Senior Secured Notes due 2028. | 8-K | 4.2 | 2/12/2025 | 001-42404 |
| 4.4.2 | Form of 4.375% Senior Secured Notes due 2029. | 8-K | 4.3 | 2/12/2025 | 001-42404 |
| 4.5 | Indenture, dated as of February 12, 2025, by and among Primo Water Holdings Inc., Triton Water Holdings, Inc., Primo Brands Corporation, the other guarantors party thereto, and Wilmington Trust, National Association, as trustee, governing the 6.250% Senior Notes due 2029. | 8-K | 4.4 | 2/12/2025 | 001-42404 |
| 4.5.1 | Form of 6.250% Senior Notes due 2029. | 8-K | 4.5 | 2/12/2025 | 001-42404 |
| 10.1 | Fourth Amendment to First Lien Credit Agreement, dated as of February 12, 2025, by and among Primo Brands Corporation, Triton Water Holdings, Inc., Primo Water Holdings Inc., the guarantors party thereto, Morgan Stanley Senior Funding, Inc., as administrative and collateral agent, and the other lenders party thereto. | 8-K | 10.1 | 2/12/2025 | 001-42404 | |
| 31.1 | Certification of the Chief Executive Officer pursuant to section 302 of the Sarbanes-Oxley Act of 2002 for the quarterly period ended March 31, 2025. | * | ||||
| 31.2 | Certification of the Chief Financial Officer pursuant to section 302 of the Sarbanes-Oxley Act of 2002 for the quarterly period ended March 31, 2025. | * | ||||
| 32.1 | Certification of the Chief Executive Officer pursuant to section 906 of the Sarbanes-Oxley Act of 2002 for the quarterly period ended March 31, 2025. | ** | ||||
| 32.2 | Certification of the Chief Financial Officer pursuant to section 906 of the Sarbanes-Oxley Act of 2002 for the quarterly period ended March 31, 2025. | ** | ||||
| 101.INS | Inline XBRL Instance Document - The XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | *** | ||||
| 101.SCH | Inline XBRL Instance Extension Schema | *** | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase | *** | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase | *** | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase | *** | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase | *** | ||||
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document and are contained within Exhibit 101. | *** | ||||
1 Schedules and exhibits or other portions of this exhibit have been omitted pursuant to Item 601(a) or 601(b) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished to the Securities and Exchange Commission upon request.
- Filed herewith
** Furnished herewith
*** Submitted electronically herewith
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.