JEF · Jefferies Financial Group Inc.

Jefferies Financial Group Inc. executed a significant debt financing transaction by issuing $1.1 billion in senior notes carrying a 5.125% coupon maturing in 2031. The Purchase Agreement was signed on April 23, 2026, with Jefferies LLC and SMBC Nikko Securities America, Inc. acting as representatives for the underwriters, and the offering closed promptly on April 28, 2026. The notes were issued under the company's existing shelf registration (File No. 333-271881) and governed by the October 18, 2013 Indenture with The Bank of New York Mellon as trustee, supplemented by Supplemental Indenture No. 6 specifically establishing the terms of this series. After deducting underwriting discounts and offering expenses, the company expects to receive approximately $1.087 billion in net proceeds, which it plans to deploy for general corporate purposes. This provides Jefferies with substantial liquidity for operational flexibility, potential investments, or other strategic needs without specifying immediate uses. The transaction structure leverages the company's well-known seasoned issuer status, enabling an efficient automatic shelf offering. Key exhibits include the Purchase Agreement (1.1), base Indenture (4.1), Supplemental Indenture (4.2), form of Global Note (4.3), and legal opinion from Sidley Austin LLP (5.1) confirming the validity of the securities.