8-KThe WireRoutine
Company Update
Filed Jul 31, 2023 · 2y ago · Accession 0001104659-23-085869
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
Filing text
View original ↗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 July 27, 2023, 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 July 27, 2023, 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.
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 5.400% Global Note due
2027;
b. Form of 5.400% Global Note due
2033;
c. Form of 5.600% Global Note due
2053; and
d. Opinion of Simpson Thacher &
Bartlett LLP as to the validity of the Notes.
Item 9.01 Financial
Statements and Exhibits.
(d) Exhibits.
EXHIBIT INDEX
The
following exhibits are filed herewith:
Exhibit
Number
Description
1.1
Underwriting Agreement, dated July 27, 2023, among L3Harris Technologies, Inc. and BofA Securities, Inc. and J.P. Morgan Securities LLC, as representatives of the underwriters named therein.
4.1
Form of 5.400% Global Note due 2027.
4.2
Form of 5.400% Global Note due 2033.
4.3
Form of 5.600% Global Note due 2053.
5.1
Opinion of Simpson Thacher & Bartlett LLP.
23.1
Consent of Simpson Thacher & Bartlett LLP (included in Exhibit 5.1).
104
Cover Page Interactive Data File formatted in Inline XBRL.
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: July 31, 2023
Title:
Senior Vice President, General Counsel and Secretary
3
Filing details
- Ticker
- LHX
- CIK
- 202058
- Form type
- 8-K
- Filing date
- Jul 31, 2023
- Report date
- Jul 27, 2023
- Document
- tm2322078d4_8k.htm
- Size
- 707 KB