-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, K/Z8mkExRQxCUkPd7vbBd5G/WaHzkulig52VT+qrTkDuNDrmji+qrEdsp3LrqMkN TCRpVeDMziPf2r1adfU+0g== 0001193125-08-253597.txt : 20081215 0001193125-08-253597.hdr.sgml : 20081215 20081215164706 ACCESSION NUMBER: 0001193125-08-253597 CONFORMED SUBMISSION TYPE: FWP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20081215 DATE AS OF CHANGE: 20081215 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UNITED TECHNOLOGIES CORP /DE/ CENTRAL INDEX KEY: 0000101829 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT ENGINES & ENGINE PARTS [3724] IRS NUMBER: 060570975 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP SEC ACT: 1934 Act SEC FILE NUMBER: 333-144830 FILM NUMBER: 081250220 BUSINESS ADDRESS: STREET 1: UNITED TECHNOLOGIES BLDG STREET 2: ONE FINANCIAL PLZ CITY: HARTFORD STATE: CT ZIP: 06101 BUSINESS PHONE: 8607287000 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TECHNOLOGIES MICROELECTRONICS CENTER DATE OF NAME CHANGE: 19850825 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TECHNOLOGIES CORP DATE OF NAME CHANGE: 19841205 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: UNITED TECHNOLOGIES CORP /DE/ CENTRAL INDEX KEY: 0000101829 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT ENGINES & ENGINE PARTS [3724] IRS NUMBER: 060570975 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP BUSINESS ADDRESS: STREET 1: UNITED TECHNOLOGIES BLDG STREET 2: ONE FINANCIAL PLZ CITY: HARTFORD STATE: CT ZIP: 06101 BUSINESS PHONE: 8607287000 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TECHNOLOGIES MICROELECTRONICS CENTER DATE OF NAME CHANGE: 19850825 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TECHNOLOGIES CORP DATE OF NAME CHANGE: 19841205 FWP 1 dfwp.htm FREE WRITING PROSPECTUS FREE WRITING PROSPECTUS

Filed Pursuant to Rule 433

Registration No. 333-144830

Term Sheet dated December 15, 2008 supplementing

Preliminary Prospectus Supplement dated December 15, 2008

and Prospectus dated July 24, 2007

Term Sheet

 

Issuer:

     United Technologies Corporation

Size:

     $1,250,000,000

Title:

     6.125% Notes due 2019

Maturity:

     February 1, 2019

Coupon:

     6.125%

Price to Public:

     99.838%

Yield to Maturity:

     6.145%

Spread to Benchmark Treasury:

     +360 bps

Benchmark Treasury:

     3.750% UST due November 15, 2018

Benchmark Treasury Spot and Yield:

     2.545%

Interest Payment Dates:

     February 1 and August 1 of each year, commencing August 1, 2009

Make-Whole Call:

     UST + 50 basis points

Trade Date:

     December 15, 2008

Settlement Date:

     December 18, 2008

CUSIP:

     913017BQ1

ISIN:

     US913017BQ12

Denominations:

     $2,000 x $1,000

Use of Proceeds:

     We anticipate that we will receive approximately $1,242,350,000 in net proceeds from the offering of the notes, after deducting underwriting discounts and commissions but before deducting other offering expenses. These net proceeds will be used primarily to repay approximately $904 million of commercial paper borrowings with an expected average annualized interest rate of 0.69% and expected to mature between December 15, 2008 and January 21, 2009. A portion of the net proceeds from the offering will also be used to repay approximately pound sterling 120 million (equivalent to approximately US $182 million as of December 15, 2008) of the outstanding borrowings under our multicurrency revolving credit facility, which had an aggregate outstanding amount equivalent to approximately US $630 million as of December 15, 2008. The borrowings to be repaid have a pound sterling annualized interest rate of 3.8% and a final maturity date of December 22, 2008. We used the proceeds from both our commercial paper borrowings and our borrowings under the multicurrency revolving credit facility primarily for general corporate purposes, including financing acquisitions and repurchases of our stock. The remainder of the net proceeds will be used for the same general corporate purposes. Pending use, we may invest the net proceeds in short-term interest-bearing obligations.

Ratings:

    

A2/A/A+ (stable/stable/stable)

 

A security rating is not a recommendation to buy, sell or hold securities. Additionally, the security rating may be subject to revision or withdrawal at any time by the assigning rating organization. Each rating should be evaluated independently of any other rating.


Joint Book-Running Managers:

    

Citigroup Global Markets Inc.

HSBC Securities (USA) Inc.

J.P. Morgan Securities Inc.

Banc of America Securities LLC

Deutsche Bank Securities Inc.

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Citigroup Global Markets Inc.’s toll-free number 1-877-858-5407, HSBC Securities (USA) Inc.’s toll-free number 1-866-811-8049, J.P. Morgan Securities Inc. collect at 1-212-834-4533, Banc of America Securities LLC’s toll-free number 1-800-294-1322, or Deutsche Bank Securities Inc.’s toll-free number 1-800-503-4611.

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