ROL Rollins Inc

 

 

UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): February 19, 2025

 

ROLLINS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware		1-4422		51-0068479
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

2170 Piedmont Road, N.E. Atlanta, Georgia (Address of principal executive offices)

30324 (Zip Code)

 

 

(Registrant’s telephone number, including area code): (404) 888-2000

 

Not Applicable

(Former Name or Former Address, If Changed since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		ROL		New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)

 

Emerging growth company ¨ 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

Item 8.01

Other Events.

On February 19, 2025, Rollins, Inc. (the “Company”) issued a press release announcing that it priced $500,000,000 aggregate principal amount of its 5.25% Senior Notes due 2035 (the “Notes”). The Notes will mature on February 24, 2035. The Notes will be guaranteed by the Company’s subsidiaries that are guarantors under its senior credit agreement. The Company intends to use the proceeds from the offering primarily to repay indebtedness incurred pursuant to its senior credit agreement, as well as for general corporate purposes, which may include dividends, share repurchases, acquisitions, working capital and capital expenditures. The press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The Notes have been offered in a private offering that is exempt from registration under the Securities Act 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent such registration or an exemption from the registration requirements of the Securities Act. This Report does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale of any security in any jurisdiction in which such offering, solicitation or sale would be unlawful. This Report contains information about pending transactions, and there can be no assurance that these transactions will be completed.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press Release issued by Rollins, Inc., dated February 19, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

	ROLLINS, INC.
Date: February 19, 2025	By:	/s/ Kenneth D. Krause
		Name:	Kenneth D. Krause
		Title:	Principal Financial Officer

 

 

 

 

 

 

 

EXHIBIT 99.1

 

Rollins, Inc. Announces Pricing of its
$500 Million of 5.25% Senior Notes due 2035

ATLANTA, February 19, 2025/PRNewswire/ -- Rollins, Inc. (NYSE: ROL) (“Rollins” or the “Company”) announced today that it priced $500,000,000 aggregate principal amount of its 5.25% Senior Notes due 2035 (the “Notes”). The offering is expected to close on February 24, 2025 subject to customary closing conditions. The Notes will mature on February 24, 2035. The Notes have been offered to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to certain non-U.S. persons in accordance with Regulation S under the Securities Act. Rollins expects to use the net proceeds from this offering primarily to repay indebtedness incurred under the Company’s senior credit facility, as well as for general corporate purposes, which may include dividends, share repurchases, acquisitions, working capital and capital expenditures. The Notes will be guaranteed by the Company’s subsidiaries that are guarantors under its senior credit facility.

The Notes will not be registered under the Securities Act or the securities laws of any state or any other jurisdiction and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from the registration requirements under the Securities Act and applicable state securities laws and foreign securities laws.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities nor will there be any sales of the Notes in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. This notice is being issued pursuant to and in accordance with Rule 135c of the Securities Act.

About Rollins

Rollins, Inc. (ROL) is a premier global consumer and commercial services company. Through its family of leading brands, the Company and its franchises provide essential pest control services and protection against termite damage, rodents, and insects to more than 2.8 million customers in North America, South America, Europe, Asia, Africa, and Australia, with more than 20,000 employees from more than 800 locations. Rollins is parent to Orkin, HomeTeam Pest Defense, Clark Pest Control, Northwest Exterminating, McCall Service, Trutech, Critter Control, Western Pest Services, Waltham Services, OPC Pest Services, The Industrial Fumigant Company, PermaTreat, Crane Pest Control, MissQuito, Fox Pest Control, Orkin Canada, Orkin Australia, Safeguard (UK), Aardwolf Pestkare (Singapore), and more. You can learn more about Rollins and its subsidiaries by visiting www.rollins.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release as well as other written or oral statements by the Company may contain “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. We have based these forward-looking statements on our current opinions, expectations, intentions, beliefs, plans, objectives, assumptions and projections about future events and financial trends affecting the operating results and financial condition of our business. Although we believe that these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions, or expectations. Generally, statements that do not relate to historical facts, including statements concerning possible or assumed future actions, business strategies, events or results of operations, are forward-looking statements. The words “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “should,” “will,” “would,” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

These forward-looking statements are based on information available as of the date of this press release, and current expectations, forecasts, and assumptions, and involve a number of judgments, risks and uncertainties. Important factors could cause actual results to differ materially from those indicated or implied by forward-looking statements including, but not limited to, those set forth in the sections entitled “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and may also be described from time to time in our future reports filed with the SEC.

Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required by law.

Contact

 

Investor Relations

InvestorRelations@rollins.com

(404) 888-2000

 

SOURCE Rollins, Inc.

 

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Cover	Feb. 19, 2025
Cover [Abstract]
Document Type	8-K
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Document Period End Date	Feb. 19, 2025
Entity File Number	1-4422
Entity Registrant Name	ROLLINS, INC.
Entity Central Index Key	0000084839
Entity Tax Identification Number	51-0068479
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	2170 Piedmont Road, N.E.
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30324
City Area Code	404
Local Phone Number	888-2000
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Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	ROL
Security Exchange Name	NYSE
Entity Emerging Growth Company	false

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