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NORFOLK SOUTHERN CORP 8-K Report, Material Agreement (Nov 21, 2023)

Reports
Material Agreements·Exhibits & Filings
Filing Date
Filed November 21, 2023
Period End
November 20, 2023
Security
NSC
In the record · 2016–202610-K1110-Q328-K193

NSC filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 193 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · May ’18May ’18
  2. Change in control8-K · Jun ’20Jun ’20
  3. Material agreement8-K · Jun ’22Jun ’22
  4. Leadership change8-K · Jun ’26Jun ’26

Summary

Summary of the 8-K filed November 21, 2023. Cited figures are marked; the original filing is the authoritative source.

Norfolk Southern Corporation (NSC) announced on November 20, 2023, the execution of an Underwriting Agreement to issue and sell $1 billiona in aggregate principal amount of senior notes.

This offering comprises $400 millionb of 5.550% Senior Notes due 2034 and $600 million of 5.950% Senior Notes due 2064. The company expects to receive net proceeds of approximately $988.56 million after deducting underwriting discounts and expenses. These proceeds are intended for general corporate purposes.

The offering is expected to close around November 22, 2023, subject to customary conditions. This move indicates the company's strategy to leverage debt financing, likely to manage its capital structure, fund ongoing operations, or support future investments. Investors should monitor how these new debt obligations impact the company's leverage ratios and overall financial health.

Key Highlights

  1. NSC entered into an Underwriting Agreement on November 20, 2023.
  2. The company is issuing $400 million in 5.550% Senior Notes due 2034.
  3. The company is also issuing $600 million in 5.950% Senior Notes due 2064.
  4. Total aggregate principal amount of the offering is $1 billion.
  5. Estimated net proceeds are approximately $988.56 million.
  6. Proceeds are intended for general corporate purposes.
  7. The offering is expected to close on or about November 22, 2023.

Frequently Asked Questions

  1. What is the purpose of this debt issuance?

    Norfolk Southern Corporation intends to use the net proceeds from the sale of these senior notes for general corporate purposes. This could include funding operations, capital expenditures, refinancing existing debt, or other strategic initiatives.

  2. What are the terms of the new notes being issued?

    The company is issuing $400 million of 5.550% Senior Notes due 2034 and $600 million of 5.950% Senior Notes due 2064. The pricing for these notes is at 99.985% and 99.721% of their respective principal amounts.

  3. How much money does NSC expect to raise from this offering?

    Norfolk Southern expects to raise approximately $988.56 million in net proceeds after accounting for underwriting discounts and estimated offering expenses.

  4. When will the offering be completed?

    The offering is expected to close on or about November 22, 2023, provided that customary closing conditions are met.