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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 5, 2020
L3HARRIS TECHNOLOGIES, INC.
 
 
 
 
(Exact name of registrant as specified in its charter)
Delaware
 
1-3863
 
34-0276860
 
 
 
 
 
(State or other jurisdiction
 of incorporation)
 
(Commission
 File Number)
 
(I.R.S. Employer
 Identification No.)
1025 West NASA Boulevard
 
 
Melbourne,
Florida
 
 
32919
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (321) 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:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, par value $1.00 per share
 
LHX
 
New York Stock Exchange
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.
 
 
 Emerging growth company
☐
 
 
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 May 5, 2020, L3Harris Technologies, Inc. (“L3Harris”) issued a press release announcing the expiration, final results and settlement of its offers to exchange all of the outstanding 4.950% Senior Notes due 2021, 3.850% Senior Notes due 2023, 3.950% Senior Notes due 2024, 3.850% Senior Notes due 2026 and 4.400% Senior Notes due 2028 issued by L3Harris for an equal principal amount of new notes registered under the Securities Act of 1933, as amended, upon the terms and subject to the conditions set forth in the prospectus, dated March 31, 2020, related to such exchange offers and the accompanying letter of transmittal. As indicated in the press release, the exchange was undertaken to satisfy L3Harris’ obligations under the registration rights agreement entered into as part of the issuance and sale of those outstanding notes, which occurred in exchange for notes previously issued by L3 Technologies, Inc. (“L3”) in connection with the combination of L3 and Harris Corporation. A copy of the press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference herein.

This Current Report on Form 8-K is not an offer to purchase or sell or a solicitation of an offer to purchase or sell, with respect to any securities.


Item 9.01 Financial Statements and Exhibits.

     (d) Exhibits.

      The following exhibit is filed herewith:
Exhibit
Number
Description                                                                                                                              
99.1
104
Cover Page Interactive Data File formatted in Inline XBRL

1

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/ Jesus Malave Jr.
 
 
 
Name:
Jesus Malave Jr.
 
Date: May 5, 2020
 
Title:
Senior Vice President and Chief Financial Officer
 


2
EXCHANGEOFFERS_IMAGE1A02.GIF
News Release


FOR IMMEDIATE RELEASE        Exhibit 99.1
Contact Information:
Jim Burke
Media Relations    
Jim.Burke@L3Harris.com
321-727-9131

L3Harris Technologies, Inc. Announces Final Results and Settlement of Exchange Offers

MELBOURNE, Fla., May 5, 2020 — L3Harris Technologies (NYSE: LHX) today announced the final results and settlement of the previously announced offers to exchange all of the outstanding notes issued by L3Harris as set forth in the table below for an equal principal amount of new notes registered under the Securities Act of 1933, as amended.
 
The Exchange Offers expired at 5 p.m., New York City time, on May 1, 2020 (the “Expiration Date”). As of the Expiration Date, the following principal amounts of each series of Original Notes were validly tendered and not validly withdrawn:
Title of Series
Aggregate
Principal
Amount of Original Notes
Outstanding Prior to Commencement of Exchange Offers
Original Notes Tendered at
Expiration Date
 
 
Principal Amount
Percentage
4.950% Senior Notes due 2021
$500,875,000
$500,874,000
99.99%
3.850% Senior Notes due 2023
$740,871,000
$740,671,000
99.97%
3.950% Senior Notes due 2024
$326,529,000
$326,279,000
99.92%
3.850% Senior Notes due 2026
$534,777,000
$534,762,000
99.99%
4.400% Senior Notes due 2028
$971,994,000
$907,994,000
98.91%
The Exchange Offers were made to satisfy L3Harris’ obligations under the registration rights agreement entered into as part of the issuance and sale of the Original Notes, which occurred in exchange for notes previously issued by L3 Technologies, Inc. (“L3”) in connection with the combination of L3 and Harris Corporation, and pursuant to the terms and subject to the conditions set forth in the prospectus filed with the Securities and Exchange Commission on March 31, 2020 related to the Exchange Offers (the “Prospectus”).



L3Harris accepted all of the Original Notes tendered in exchange for the Exchange Notes, and at settlement of the Exchange Offers on May 5, 2020, L3Harris issued to the holders of Original Notes tendered prior to 5:00 p.m. New York City time on May 1, 2020 Exchange Notes in an aggregate principal amount equal to the aggregate principal amount of Original Notes that were accepted for exchange.

About L3Harris Technologies
L3Harris Technologies is an agile global aerospace and defense technology innovator, delivering end-to-end solutions that meet customers’ mission-critical needs. The company provides advanced defense and commercial technologies across air, land, sea, space and cyber domains. L3Harris has approximately $18 billion in annual revenue and 50,000 employees, with customers in 130 countries. L3Harris.com.


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