Honeywell International Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement
UNITED STATES
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CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
Delayed Draw Term Loan Agreement
On May 7, 2025, Honeywell International Inc. (“Honeywell”) entered into a Delayed Draw Term Loan Agreement (the “Term Loan Agreement”) with Bank of America, N.A., as administrative agent, and the syndication agents and documentation agents named therein in such capacity and as the initial lenders.
The Term Loan Agreement provides for a delayed draw term loan facility of an aggregate principal amount of up to $6.0 billion comprised of two tranches: (i) commitments to provide loans in an aggregate principal amount of up to $4.0 billion (“Tranche A-1”) and (ii) commitments to provide loans in an aggregate principal amount of up to $2.0 billion (“Tranche A-2,” and, together with Tranche A-1, the “Tranches”). Commitments to provide Tranche A-1 will expire on May 30, 2025 and commitments to provide Tranche A-2 will expire on December 19, 2025.
Honeywell has elected to enter into the Term Loan Agreement to provide financial flexibility as it manages the separation of its Automation, Aerospace and Solstice Advanced Materials businesses into three independent public companies, while continuing to execute on its capital deployment plan. The Term Loan Agreement is maintained for general corporate purposes, including as noted immediately above.
Interest rates on the term loans under each Tranche will be based on prevailing market rates, plus a margin, in addition to a ticking fee payable on unused amounts, as further described in the Term Loan Agreement. The Term Loan Agreement does not restrict Honeywell’s ability to pay dividends, nor does it contain financial covenants. The Term Loan Agreement contains customary representations and warranties, affirmative and negative covenants and events of default for investment grade borrowers and financings of this type.
The foregoing description of the Term Loan Agreement is not intended to be complete and is qualified in its entirety by reference to the Term Loan Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth under Item 1.01 above regarding the Term Loan Agreement is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
The following exhibits are filed as part of this report:
| Exhibit |
Description | |
| 10.1 | Delayed Draw Term Loan Agreement, dated as of May 7, 2025, among Honeywell International Inc., Bank of America, N.A., as administrative agent, and the syndication agents and documentation agents named therein in such capacity and as the initial lenders. | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: May 7, 2025 | HONEYWELL INTERNATIONAL INC. | |||||
| By: | /s/ Su Ping Lu | |||||
| Su Ping Lu | ||||||
| Senior Vice President, General Counsel and Corporate Secretary | ||||||