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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/14/24 L3Harris Technologies, Inc. 8-K:8,9 3/11/24 15:673K Toppan Merrill/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 34K 2: EX-1.1 Underwriting Agreement or Conflict Minerals Report HTML 155K 3: EX-4.1 Instrument Defining the Rights of Security Holders HTML 64K 4: EX-4.2 Instrument Defining the Rights of Security Holders HTML 67K 5: EX-4.3 Instrument Defining the Rights of Security Holders HTML 67K 6: EX-5.1 Opinion of Counsel re: Legality HTML 17K 10: R1 Cover HTML 46K 12: XML IDEA XML File -- Filing Summary XML 13K 15: XML XBRL Instance -- tm248668d1_8k_htm XML 16K 11: EXCEL IDEA Workbook of Financial Report Info XLSX 8K 8: EX-101.LAB XBRL Labels -- lhx-20240311_lab XML 97K 9: EX-101.PRE XBRL Presentations -- lhx-20240311_pre XML 65K 7: EX-101.SCH XBRL Schema -- lhx-20240311 XSD 13K 13: JSON XBRL Instance as JSON Data -- MetaLinks 25± 35K 14: ZIP XBRL Zipped Folder -- 0001104659-24-034532-xbrl Zip 114K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): i March 11, 2024
| i L3HARRIS TECHNOLOGIES, INC. |
(Exact name of registrant as specified in its charter)
| i Delaware | i 1-3863 | i 34-0276860 | ||
| (State
or other jurisdiction of incorporation) |
(Commission
File Number) |
(I.R.S. Employer Identification No.) |
| i 1025 West NASA Blvd., i Melbourne, i Florida | i 32919 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: ( i 321) i 727-9100
| No change | ||
| (Former name or former address, if changed since last report) |
| Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: | |
| i ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| i ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| i ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| i ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 8.01 Other Events.
On March 13, 2024, L3Harris Technologies, Inc. (“L3Harris”) closed the issuance and sale of notes in the aggregate amount of $2.25 billion, comprised of $750 million aggregate principal amount of 5.050% Notes due 2029 (the “2029 Notes”), $750 million aggregate principal amount of 5.250% Notes due 2031 (the “2031 Notes”) and $750 million aggregate principal amount of 5.350% Notes due 2034 (the “2034 Notes” and, together with the 2029 Notes and the 2031 Notes, the “Notes”).
The Notes were offered and sold under L3Harris’ “automatic shelf” Registration Statement on Form S-3 (Registration No. 333-270103) filed with the Securities and Exchange Commission (“SEC”) on February 28, 2023 (the “Registration Statement”). In connection with the issuance and sale of the Notes, L3Harris filed a Prospectus Supplement, dated March 11, 2024, to the Prospectus, dated February 28, 2023 (collectively, the “Prospectus”), which relates to the issuance and sale of the Notes, and entered into an Underwriting Agreement, dated as of March 11, 2024, with BofA Securities, Inc. and J.P. Morgan Securities LLC, on behalf of themselves and the several underwriters named therein (the “Underwriting Agreement”). The foregoing description is qualified by reference to the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.1 and incorporated by reference herein. Any representations and warranties made in the Underwriting Agreement were made solely as of the dates specified in the Underwriting Agreement, subject to the qualifications and limitations agreed to by the parties, and only to the other express parties to the Underwriting Agreement. No other person may rely on such representations and warranties.
The Notes were issued pursuant to an Indenture, dated as of September 3, 2003 (Exhibit 4.2 to the Registration Statement), between L3Harris and The Bank of New York Mellon Trust Company, N.A., as successor to The Bank of New York, as trustee. Further information concerning the Notes and related matters is set forth in the Prospectus.
On March 14, 2024, L3Harris used the net proceeds from the sale of Notes to repay indebtedness outstanding under L3Harris’ $2.25 billon, three-year senior unsecured term loan facility (“Term Loan 2025”) and to pay accrued interest, fees and expenses associated with repayment of the Term Loan 2025. Certain of the underwriters are lenders under the Term Loan 2025.
The following documents relating to the sale of the Notes are filed as exhibits to this Current Report on Form 8-K and are incorporated into this Item 8.01 by reference:
a. Form of 5.050% Global Note due 2029;
b. Form of 5.250% Global Note due 2031;
c. Form of 5.350% Global Note due 2034; and
d. Opinion of Holland & Knight LLP as to the validity of the Notes.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are filed herewith:
| 2 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| L3HARRIS TECHNOLOGIES, INC. | |||
| By: | /s/ Scott T. Mikuen | ||
| Name: | Scott T. Mikuen | ||
| Date: March 14, 2024 | Title: | Senior Vice President, General Counsel and Secretary | |
| 3 |
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 3/14/24 | |||
| 3/13/24 | 424B5 | |||
| For Period end: | 3/11/24 | 424B5, FWP | ||
| 2/28/23 | 4, S-3ASR | |||
| 9/3/03 | 4, S-3 | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/26/24 L3Harris Technologies, Inc. 10-Q 3/29/24 95:20M |