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UNION PACIFIC CORP 8-K Report, Corporate Update (Feb 14, 2022)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed February 14, 2022
Period End
February 14, 2022
Security
UNP
In the record · 2016–202610-K1110-Q328-K174

UNP filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 174 current reports (8-K) between 2016 and 2026.

  1. Restructuring8-K · Aug ’17Aug ’17
  2. Leadership change8-K · Feb ’21Feb ’21
  3. Leadership change8-K · Dec ’25Dec ’25

01—Abstract

Summary

Summary of the 8-K filed February 14, 2022. Cited figures are marked; the original filing is the authoritative source.

Union Pacific Corporation (UNP) filed an 8-K on February 14, 2022, disclosing the issuance of a substantial amount of new debt.

Specifically, the company entered into an Underwriting Agreement on February 9, 2022, for the sale of $3.5 billiona in aggregate principal amount of senior notes. These notes are split across four tranches with varying maturities and coupon rates: $1.25 billion of 2.800% Notes due 2032, $500 million of 3.375% Notes due 2042, $1.25 billion of 3.500% Notes due 2053, and $500 million of 3.850% Notes due 2072. The offering was conducted under an existing shelf registration statement on Form S-3.

02—Key points

Key Highlights

  1. Union Pacific Corp. successfully raised $3.5 billion in new debt financing.
  2. The debt issuance consists of four separate tranches with maturities ranging from 2032 to 2072.
  3. Coupon rates for the new notes range from 2.800% to 3.850%, reflecting different maturity periods.
  4. The 2032 and 2053 notes represent the largest portions of the issuance, at $1.25 billion each.
  5. This debt offering was made under an effective shelf registration statement on Form S-3.
  6. The notes are governed by an Indenture dated April 1, 1999, with The Bank of New York Mellon Trust Company, N.A. as Trustee.
  7. The filing includes the Underwriting Agreement and legal opinions regarding the issuance of the notes.

03—Questions

Frequently Asked Questions

  1. What was the total amount of debt Union Pacific issued?

    Union Pacific Corporation issued an aggregate principal amount of $3,500,000,000 in new notes.

  2. What are the different types of notes issued and their terms?

    The company issued four types of notes: $1,250,000,000 of 2.800% Notes due 2032, $500,000,000 of 3.375% Notes due 2042, $1,250,000,000 of 3.500% Notes due 2053, and $500,000,000 of 3.850% Notes due 2072.

  3. What is the purpose of this debt issuance?

    The 8-K filing does not explicitly state the purpose of the debt issuance. However, companies typically issue debt for general corporate purposes, capital expenditures, refinancing existing debt, or to fund strategic initiatives.

  4. Under what authority was this debt issued?

    The notes were registered under the Securities Act of 1933, as amended, pursuant to Union Pacific's shelf registration on Form S-3 (File No. 333-252947).

04—Continue

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