Carrier Global Corporation filed SEC Form 8-K: Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
$CARR
Industrial Machinery/Components
Industrials
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): May 17, 2024
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Section 1—Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On May 17, 2024, Carrier Global Corporation (the “Company”) refinanced and replaced a Prior Credit Agreement (as defined below) by entering into a 364-day senior unsecured revolving credit agreement among the Company and Carrier Intercompany Lending Designated Activity Company as borrowers, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, facilitating borrowings of up to $500 million (the “Credit Agreement”). Except as otherwise described herein, the terms of the Credit Agreement are substantially similar to the Prior Credit Agreement.
The Credit Agreement refinanced and replaced the Prior Credit Agreement, and will support the cash requirements of the Company. Borrowings under the Credit Agreement may be made in either U.S. Dollars or Euros. For U.S. Dollar borrowings, interest can be charged at either the Term SOFR Rate plus 0.10% and a ratings-based margin, or alternatively at the Alternate Base Rate plus a ratings-based margin. Euro borrowings bear interest at the Adjusted EURIBOR Rate plus a ratings-based margin. The Credit Agreement contains customary representations and warranties for investment grade financings. The Credit Agreement also contains (i) certain customary affirmative covenants, including those that impose certain reporting and/or performance obligations on the Company, (ii) certain customary negative covenants that generally restrict, subject to various exceptions, the Company from taking certain actions, including, without limitation, incurring certain liens and consummating certain fundamental changes, (iii) a financial covenant in the form of a consolidated leverage ratio, (iv) customary events of default (including a change of control) for financings of this type and (v) a term-out option to extend the maturity date for any principal outstanding on the Scheduled Maturity Date by one year subject to payment of a 1.00% term-out premium and other customary conditions. All terms used but not defined in this Current Report on Form 8-K are as defined in the Credit Agreement. The foregoing summary is qualified in its entirety with reference to the Credit Agreement, which is attached hereto as Exhibit 10.1, and is incorporated herein by reference.
Item 1.02 Termination of a Material Definitive Agreement.
Simultaneous with the entry into the Credit Agreement, the Company terminated its existing 364-day senior unsecured revolving credit agreement, dated as of May 19, 2023 (the “Prior Credit Agreement”) among the Company and Carrier Intercompany Lending Designated Activity Company as borrowers, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, which provided for a $500 million senior unsecured 364-day revolving credit facility.
Section 2—Financial Information
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.
Section 9—Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number | Exhibit Description | ||||
| 10.1 | |||||
104 | Cover Page Interactive Data File - the cover page XBRL tags are 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.
CARRIER GLOBAL CORPORATION | ||||||||
(Registrant) | ||||||||
Date: May 17, 2024 | By: | /S/ PATRICK GORIS | ||||||
Patrick Goris | ||||||||
Senior Vice President and Chief Financial Officer | ||||||||