Raytheon Technologies offers to buy up to $2.1 billion from 14 series

Chicago, Nov. 1 – Raytheon Technologies Corp. started a waterfall tender offer on Monday for a capped amount of $2.1 billion from 14 series of notes, according to a press release.

The company is offering to buy from the following notes, with pricing details, listed by acceptance priority level:

• $1 billion outstanding 6.125% notes due 2038 (Cusip: 913017BP3) with pricing to be based on the 1.75% U.S. Treasury due Aug. 15, 2041 plus 75 basis points;

• $1 billion outstanding 5.7% notes due 2024 (Cusip: 913017BS7) with pricing to be based on the 1.75% U.S. Treasury due Aug. 15, 2041 plus 80 bps;

• $550 million outstanding 7.5% notes due 2029 (Cusip: 913017BA6) with pricing to be based on the 1.25% U.S. Treasury due Aug. 15, 2031 plus 45 bps;

• $400 million outstanding 6.7% notes due 2028 (Cusip: 913017AT6) with pricing to be based on the U.S. Treasury due Aug. 15, 2031 plus 25 bps;

• $600 million outstanding 6.05% notes due 2036 (Cusip: 913017BK4) with pricing to be based on the U.S. Treasury due Aug. 15, 2031 plus 110 bps;

• $600 million outstanding 5.4% notes due 2035 (Cusip: 913017BJ7) with pricing to be based on the U.S. Treasury due Aug. 15, 2031 plus 95 bps;

• $134,016,000 outstanding 7% notes due 2038 (Cusip: 75513EBU4) with pricing to be based on the U.S. Treasury due Aug. 15, 2041 plus 85 bps;

• $128,716,000 outstanding 6.8% notes due 2036 (Cusip: 75513EBT7) with pricing to be based on the U.S. Treasury due Aug. 15, 2031 plus 115 bps;

$128.85 million outstanding 7.1% notes due 2027 (Cusip: 75513EBS9) with pricing to be based on the U.S. Treasury due Oct. 31, 2026 plus 65 bps;

• $388,192,000 outstanding 4.8% notes due 2043 (Cusip: 75513ECJ8) with pricing to be based on the U.S. Treasury due Aug. 15, 2041 plus 95 bps;

• $3.5 billion outstanding 4.5% notes due 2024 (Cusip: 913017BT5) with pricing to be based on the U.S. Treasury due Aug. 15, 2041 plus 85 bps;

• $262,547,000 outstanding 4.2% notes due 2044 (Cusip: 75513ECC3) with pricing to be based on the U.S. Treasury due Aug. 15, 2041 plus 110 bps;

• $750 million outstanding 4.45% notes due 2038 (Cusip: 913017CW7) with pricing to be based on the U.S. Treasury due Aug. 15, 2041 plus 70 bps; and the

• $1.75 billion outstanding 4.625% notes due 2048 (Cusip: 913017CX5) with pricing to be based on the U.S. Treasury due May 15, 2051 plus 90 bps.

Pricing will be determined at 11 a.m. ET on Nov. 16. Pricing will be determined either using the maturity date, or the par call dates for the 4.8% notes due 2043, the 4.2% notes due 2044, the 4.45% notes due 2038 and the 4.625% notes due 2048.

To receive the total considerations, which include an early tender premium, noteholders must tender their notes by 5 p.m. ET on Nov. 15. The early deadline is also the withdrawal deadline.

The early tender premium is included in the total consideration for each series of notes and does not constitute an additional or increased payment.

Noteholders who tender after the early deadline will receive $50 less from the total considerations which will be calculated on the pricing date.

The offer expires at 11:59 p.m. ET on Nov. 30.

The tender offer is dependent on the successful completion of a new offering of notes.

BofA Securities, Inc. (888 292-0070, 980 683-3215) and Morgan Stanley & Co. LLC (800 624-1808, 212 761-1057) are the lead dealer managers.

Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC are the dealer managers.

Deutsche Bank Securities Inc. and J.P. Morgan Securities LLC are working as co-dealer managers.

D.F. King & Co., Inc is the information and tender agent for the offer (888 280-6942, 212 269-5550, rtx@dfking.com).

The aerospace and defense company is based in Waltham, Mass.

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