New Issue: Burlington Northern Santa Fe sells $1 billion 4.45% notes due 2053 at 140 bps spread

By Wendy Van Sickle

Columbus, Ohio, May 31 – Burlington Northern Santa Fe, LLC sold $1 billion of 4.45% notes due Jan. 15, 2053 (A3/AA-) at 99.447 to yield 4.483% on Tuesday, according to an FWP filed with the Securities and Exchange Commission.

The notes priced with a 140 basis points spread over Treasuries.

The debentures feature a make-whole call at Treasuries plus 25 bps before July 15, 2052 and then a par call.

BofA Securities, Inc., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are the joint bookrunners.

Proceeds will be used for general corporate purposes, including working capital, capital expenditures, debt repayment, and distributions.

The holding company for railroad transportation subsidiaries is based in Fort Worth.

Issuer:	Burlington Northern Santa Fe, LLC
Amount:	$1 billion
Issue:	Senior debentures
Maturity:	Jan. 15, 2053
Bookrunners:	BofA Securities, Inc., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC
Co-managers:	Academy Securities, Inc., PNC Capital Markets LLC and U.S. Bancorp Investments, Inc.
Trustee:	Bank of New York Mellon Trust Co., NA
Counsel to issuer:	Cravath, Swaine & Moore LLP
Counsel to underwriters:	Baker Botts LLP
Coupon:	4.45%
Price:	99.447
Yield:	4.483%
Spread:	Treasuries plus 140 bps
Call features:	Make-whole call at Treasuries plus 25 bps before July 15, 2052; thereafter at par
Trade date:	May 31
Settlement date:	June 7
Ratings:	Moody’s: A3
	S&P: AA-
Distribution:	SEC registered
Cusip:	12189LBJ9

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