Summary
Norfolk Southern Corporation (NSC) filed an 8-K on April 8, 2008, to report the issuance of $600 million in Senior Notes due 2018. These notes carry a fixed interest rate of 5.750% and were sold under an Indenture with U.S. Bank Trust National Association as trustee. The company also entered into a Registration Rights Agreement with the initial purchasers to facilitate the exchange of these notes for registered securities within a specified timeframe. This debt issuance represents a material definitive agreement and the creation of a direct financial obligation for Norfolk Southern. Investors should note the terms of the notes, including their redeemability at the company's option and standard covenants and events of default. The registration rights agreement indicates a commitment by NSC to make these securities fully registered with the SEC, which can enhance liquidity and investor confidence for these notes.
Key Highlights
- 1Norfolk Southern Corporation (NSC) issued $600,000,000 aggregate principal amount of 5.750% Senior Notes due 2018.
- 2The notes bear interest at a fixed rate of 5.750% per annum, payable semiannually.
- 3The issuance was made under an Indenture with U.S. Bank Trust National Association as trustee.
- 4The notes are redeemable, in whole or in part, at the company's option.
- 5A Registration Rights Agreement was entered into with the initial purchasers to register the notes.
- 6NSC committed to filing an exchange offer registration statement within 180 days and having it declared effective within 270 days of the closing date.
- 7The Indenture includes customary events of default, such as payment defaults, covenant breaches, and bankruptcy.