Honeywell International Inc. filed SEC Form 8-K: Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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ITEM 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-balance Sheet Arrangement of a Registrant.
On August 1, 2024, Honeywell International Inc. (the “Company”) completed a public offering of $1,150,000,000 aggregate principal amount of its 4.650% Senior Notes due 2027, $1,000,000,000 aggregate principal amount of its 4.700% Senior Notes due 2030, $650,000,000 aggregate principal amount of its 4.750% Senior Notes due 2032 and $700,000,000 aggregate principal amount of its 5.000% Senior Notes due 2035 (“Reopened 2035 Notes,” and collectively, the “Notes”).
The offering of the Notes was made pursuant to the Company’s shelf registration statement on Form S-3 (Registration No. 333-260437) filed with the Securities and Exchange Commission on October 22, 2021.
The Notes were issued pursuant to the terms of the indenture, dated as of March 1, 2007, between the Company and Deutsche Bank Trust Company Americas, as trustee, as amended by the first supplemental indenture dated as of October 27, 2017, the second supplemental indenture dated March 10, 2020 and the third supplemental indenture dated as of October 22, 2021 (the “Indenture”).
The Reopened 2035 Notes represent a further issuance of the Company’s 5.000% Senior Notes due 2035, of which $750,000,000 aggregate principal amount was issued on March 1, 2024 (the “Existing 2035 Notes”). The Reopened 2035 Notes have identical terms with the Existing 2035 Notes, other than their issue date and public offering price. The Reopened 2035 Notes and the Existing 2035 Notes are treated as a single series for all purposes under the Indenture, including notices, consents, waivers, amendments, redemptions and any other action permitted under the Indenture. The Reopened 2035 Notes have the same CUSIP and ISIN numbers as, and vote together and are fungible with, the Existing 2035 Notes.
The foregoing summary is qualified in its entirety by reference to the text of the Indenture and the respective forms of global notes for the offerings, which are filed as exhibits to this Current Report on Form 8-K and are incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits.
A copy of the opinion of the Vice President and Corporate Secretary of Honeywell International Inc. relating to the legality of the issuance and sale of the Company’s Notes is attached as Exhibits 5.1 hereto.
(d) Exhibits.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HONEYWELL INTERNATIONAL INC. | ||||
| Date: August 1, 2024 | ||||
| By: | /s/ Su Ping Lu | |||
| Vice President and Corporate Secretary | ||||