Wayfair Prices $400M 7.125% Senior Secured Notes Due 2034

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Wayfair’s subsidiary Wayfair LLC priced a private offering of $400 million 7.125% senior secured notes maturing May 31, 2034, expected to close May 18, 2026. Net proceeds will fund partial repayment of existing indebtedness and general corporate purposes under first-priority liens and guarantees by Wayfair and its subsidiaries.

1. Offering Terms

Wayfair LLC priced a private offering of $400 million aggregate principal amount of 7.125% senior secured notes due May 31, 2034. The notes are expected to close on May 18, 2026, subject to customary closing conditions.

2. Use of Proceeds

Wayfair intends to use net proceeds to repay a portion of existing indebtedness and for general corporate purposes, although the exact amount and timing for debt repayment remain undecided.

3. Security and Guarantees

The notes and related guarantees are secured on a first-priority basis by liens on the same assets that back Wayfair LLC’s senior secured revolving credit facility. Wayfair and certain domestic subsidiaries will unconditionally guarantee the notes on a senior secured basis.

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