Carrier Global Completes €750 Million Notes Offering

On November 8, 2024, Carrier Global Corporation (NYSE: CARR) successfully concluded a private offering of €750,000,000 aggregate principal amount of 3.625% euro-denominated notes due 2037. The net proceeds from this offering, along with available cash, were utilized by Carrier to redeem the Company’s 4.375% Notes due 2025 (NYSE: CARR25) and to cover associated fees and expenses.

The issuance of the Notes was made under the Supplemental Indenture No. 3, dated November 8, 2024, in conjunction with the existing Indenture executed on November 29, 2023, between Carrier and Deutsche Bank Trust Company Americas. Interest on the Notes began accruing on November 8, 2024, at a rate of 3.625% per annum, with payments scheduled annually starting January 15, 2025.

Until the Par Call Date on October 15, 2036, Carrier retains the option to redeem the Notes, either partially or entirely, at a make-whole premium along with accrued interest. Post the Par Call Date, redemption can occur at a price equivalent to 100% of the principal sum of the Notes plus accrued interest.

In the event of a change of control triggering event, Note holders have the right to request the Company to repurchase either all or a portion of their Notes for cash at a price equal to 101% of the principal sum, in addition to any accrued interest.

The Indenture incorporates various covenants that restrict actions like creating liens on specific assets, consolidating or disposing of assets, and entering into sale-leaseback transactions. Additionally, the Indenture includes customary events of default and covenants applicable to an issuer of investment-grade debt securities.

The Notes were specifically offered to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933 or outside the United States to non-U.S. persons compliant with Regulation S under the Securities Act. They have not been, and will not be, registered under the Securities Act or any other securities law, thereby restricting their offer and sale within the United States barring applicable exemptions.

Concurrently with the Notes issuance, Carrier entered a Registration Rights Agreement, dated November 8, 2024, with several entities, agreeing to file a registration statement with the SEC for a registered offer to exchange the Notes for new Exchange Notes, or in specific cases, file a shelf registration statement for resales of the Notes.

The detailed descriptions of the Notes, the Indenture, and the Registration Rights Agreement provided herein are partial and are superseded by the full texts of the respective agreements filed as Exhibits and incorporated by reference in this report.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Carrier Global’s 8K filing here.

About Carrier Global

Carrier Global Corporation provides heating, ventilating, and air conditioning (HVAC), refrigeration, fire, security, and building automation technologies in the United States, Europe, the Asia Pacific, and internationally. It operates through three segments: HVAC, Refrigeration, and Fire & Security.