UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT –
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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 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-balance Sheet Arrangement of a Registrant.
On May 18, 2020, Honeywell International Inc. (the “Company”) completed a public offering of $3,000,000,000 aggregate principal amount of its 1.350% Senior Notes due 2025, 1.950% Senior Notes due 2030 and 2.800% Senior Notes due 2050 (together, the “Notes”).
The offering of the Notes was made pursuant to the Company’s shelf registration statement on Form S-3 (Registration No. 333-228729) filed with the Securities and Exchange Commission on December 10, 2018.
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 and as further amended by the second supplemental indenture dated as of March 10, 2020 (the “Indenture”).
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 offering, which are filed as exhibits to this Current Report on Form 8-K and are incorporated herein by reference.
Additionally, the information set forth under Item 8.01 below regarding the Delayed Draw Term Loan Agreement entered into on March 26, 2020 is incorporated herein by reference.
Item 8.01 Other Events.
On May 18, 2020, the Company gave notice to the Administrative Agent under the Delayed Draw Term Loan Agreement of the permanent reduction of the Unused Commitments in the aggregate amount of $3,000,000,000, effective May 22, 2020. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Delayed Draw Term Loan Agreement.
As previously stated, Honeywell confirms that, on or prior to June 26, 2020, it will draw on the full amount of the Unused Commitments under the Delayed Draw Term Loan Agreement remaining after giving effect to such permanent Commitment reduction. As of the date hereof, there were no amounts drawn under the Delayed Draw Term Loan Agreement.
Item 9.01 Financial Statements and Exhibits.
A copy of the opinion of the Deputy General Counsel of Honeywell International Inc. relating to the legality of the issuance and sale of the Company’s Notes is attached as Exhibit 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: May 18, 2020 | |||
| By: | /s/ Victor J. Miller | ||
| Victor J. Miller | |||
| Vice President, Deputy General Counsel, Corporate Secretary and Chief Compliance Officer | |||