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Johnson Controls International plc 8-K Report, Corporate Update (Aug 7, 2023)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed August 7, 2023
Period End
August 7, 2023
Security
JCI
In the record · 2016–202610-K1010-Q338-K158

JCI filed 10 annual reports (10-K), 33 quarterly reports (10-Q) and 158 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Mar ’17Mar ’17
  2. Material agreement8-K · Dec ’19Dec ’19
  3. Leadership change8-K · Jul ’22Jul ’22
  4. Leadership change8-K · Sep ’26Sep ’26

01—Abstract

Summary

Summary of the 8-K filed August 7, 2023. Cited figures are marked; the original filing is the authoritative source.

Johnson Controls International plc (JCI) announced on August 7, 2023, the commencement of cash tender offers for up to $100 milliona of its 5.125% Senior Notes due 2045 and 4.500% Senior Notes due 2047.

This move indicates the company's proactive management of its debt obligations and capital structure. The tender offers are being funded by existing cash and potentially ordinary course commercial paper borrowings. Investors should note the priority order for acceptance and the potential for proration as detailed in the Offer to Purchase.

To receive the full "Total Consideration," which includes an early tender payment, holders must tender their notes by the Early Tender Date of August 18, 2023. The overall expiration date for the tender offers is September 5, 2023. This action may signal JCI's strategy to optimize its debt maturity profile or reduce interest expenses.

02—Key points

Key Highlights

  1. Commencement of cash tender offers for up to $100 million in aggregate principal amount of JCI's 5.125% Senior Notes due 2045 and 4.500% Senior Notes due 2047.
  2. The tender offers are being funded by existing cash on hand and/or ordinary course commercial paper borrowings.
  3. An "Early Tender Date" of August 18, 2023, is set for holders to be eligible for the "Total Consideration," which includes an early tender payment.
  4. The tender offers will expire on September 5, 2023, unless extended or terminated.
  5. The purchase of notes is not conditioned on a minimum tender amount or the purchase of any other series of notes.
  6. Notes may be subject to proration depending on the aggregate principal amount tendered.
  7. Tendered notes can be withdrawn until the Early Tender Date, after which withdrawals are generally not permitted.

03—Questions

Frequently Asked Questions

  1. What is Johnson Controls doing with its debt?

    Johnson Controls has launched cash tender offers to repurchase up to $100 million of its outstanding 5.125% Senior Notes due 2045 and 4.500% Senior Notes due 2047. This is a debt management strategy where the company buys back some of its own debt before it matures.

  2. How will JCI fund these repurchases?

    The company intends to fund the purchases of the notes with its existing cash on hand and/or through borrowings under its ordinary course commercial paper program.

  3. What is the deadline for investors to tender their notes and receive the full payment?

    To be eligible to receive the "Total Consideration," which includes an early tender payment, holders must validly tender their notes by the "Early Tender Date" of August 18, 2023. The overall expiration date for the tender offers is September 5, 2023.

  4. Can investors withdraw their tendered notes?

    Yes, notes can be validly withdrawn at or prior to the Early Tender Date (August 18, 2023). After this date, withdrawals are generally not permitted, except under specific circumstances outlined in the Offer to Purchase or required by law.

04—Continue

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