Resideo Technologies (NYSE: REZI) announced that ADI Escrow Issuer LLC, a subsidiary of its ADI Global Distribution business, has priced an offering of $400 million in senior notes due 2034, in connection with the planned spin-off of ADI into a separate publicly traded company.

The notes will be issued at par, carry an interest rate of 7.125% per annum, and mature on July 15, 2034. The offering is expected to close on or about June 30, 2026, subject to customary closing conditions.

Separately, syndication has been completed for a $600 million senior secured term B loan facility and a $500 million senior secured revolving credit facility for ADI. The revolving facility is expected to remain undrawn upon completion of the spin-off.

ADI plans to use a portion of the notes proceeds, together with borrowings under the term facility, to make a distribution to Resideo and to pay fees and expenses related to the financing transactions. Any remaining proceeds are designated for general corporate purposes.

Proceeds from the notes offering will be held in escrow until certain conditions are met, including completion of the spin-off. If those conditions are not satisfied by December 31, 2026, the notes will be redeemed at 100% of the issue price plus accrued interest.

The spin-off is expected to be completed between mid-third quarter and mid-fourth quarter of 2026. Upon escrow release, the notes will become senior unsecured obligations of ADI Global Distribution Funding LLC and will be guaranteed by ADI and its qualifying domestic subsidiaries.

The notes have not been registered under the Securities Act of 1933 and are being offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S.