8-KOther EventsExhibits & Filings

RTX Corp 8-K Report, Corporate Update (May 4, 2015)

Filed May 4, 2015For Securities:RTX

Summary

United Technologies Corporation (UTC) filed an 8-K on May 4, 2015, detailing two significant debt-related events. First, the company completed the remarketing of approximately $1.1 billion of its Junior Subordinated Notes, originally issued in 2012 as part of equity units. These notes have been redesignated as 1.778% Junior Subordinated Notes due 2018, with modified terms including a new maturity date and interest rate, and elimination of optional redemption provisions. Importantly, UTC will not receive direct proceeds from this remarketing; instead, a portion of the proceeds will be used to settle outstanding purchase contracts related to the original equity units. Second, UTC announced the issuance of $850 million of new 4.150% Senior Notes due 2045. The net proceeds from this issuance are earmarked for repaying existing 4.875% notes due 2015 and for general corporate purposes. These transactions represent UTC's active management of its debt structure, including optimizing interest rates and maturity profiles, and ensuring timely settlement of financial obligations.

Key Highlights

  • 1Completion of the remarketing of $1.0998 billion in Junior Subordinated Notes, originally issued in 2012.
  • 2Redesignation of these notes to 1.778% Junior Subordinated Notes due 2018 with modified terms (maturity, interest rate, no optional redemption).
  • 3No direct proceeds from the Junior Subordinated Notes remarketing received by the company; proceeds used for Equity Unit settlement.
  • 4Issuance of $850 million in new 4.150% Senior Notes due 2045.
  • 5Net proceeds from Senior Notes issuance will be used to repay 4.875% notes due 2015 and for general corporate purposes.
  • 6Transactions managed by various investment banks acting as remarketing and underwriting agents.
  • 7Debt issuances and modifications were conducted under the Securities Act of 1933, utilizing registration statements and prospectus supplements.

Frequently Asked Questions

The remarketing was part of the settlement process for the company's Equity Units originally issued in 2012. While the company did not receive direct proceeds, the funds generated from the remarketing were used to settle the purchase contracts associated with these Equity Units.

The Junior Subordinated Notes were redesignated as 1.778% Junior Subordinated Notes due 2018. Key changes include a new maturity date of May 4, 2018, an updated interest rate of 1.778% per annum, and the elimination of optional redemption provisions.

The company issued $850 million of 4.150% Senior Notes due 2045 to repay its existing 4.875% notes due 2015 and for other general corporate purposes. This allows the company to refinance debt at a potentially lower interest rate and manage its debt maturity profile.

No, the company will not directly receive any proceeds from the remarketing of the Junior Subordinated Notes. The proceeds were utilized for the settlement of purchase contracts related to the original Equity Units.