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Published on 9/7/2010 in the Prospect News Investment Grade Daily.

New Issue: Burlington Northern sells upsized $750 million of notes due 2020, 2041

By Andrea Heisinger

New York, Sept. 7 - Burlington Northern Santa Fe LLC sold an upsized $750 million of senior unsecured debentures (A3/BBB+/BBB+) on Tuesday in two tranches, a source close to the sale said.

The size was announced in the morning at $500 million.

The $250 million of 3.6% 10-year notes priced at 99.868 to yield 3.616% with a spread of Treasuries plus 100 basis points. The notes have a make-whole call at Treasuries plus 15 bps before June 1, 2020 and then are callable at par until maturity after that date.

A $500 million tranche of 5.05% notes due March 2041 was priced at 99.631 to yield 5.074% with a spread of 140 bps over Treasuries. The tranche has a make-whole call of Treasuries plus 25 bps before Sept. 1, 2040 and is callable at par on or after that date until maturity.

Bookrunners were Bank of America Merrill Lynch, Barclays Capital Inc. and Wells Fargo Securities.

BNP Paribas Securities Corp., BNY Mellon Capital Markets LLC, Mitsubishi UFJ Securities USA Inc. and RBC Capital Markets Corp. were the co-managers.

Proceeds will be used for general corporate purposes.

Burlington Northern last priced a deal on May 12 when it sold $750 million of 5.75% 30-year notes at 128 bps over Treasuries. This was a slightly better spread than the new long 30-year bond received.

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

Issuer:Burlington Northern Santa Fe LLC
Issue:Senior unsecured debentures
Amount:$750 million, increased from $500 million
Bookrunners:Bank of America Merrill Lynch, Barclays Capital Inc., Wells Fargo Securities LLC
Co-managers:BNP Paribas Securities Corp., BNY Mellon Capital Markets LLC, Mitsubishi UFJ Securities USA Inc., RBC Capital Markets Corp.
Trade date:Sept. 7
Settlement date:Sept. 10
Ratings:Moody's: A3
Standard & Poor's: BBB+
Fitch: BBB+
10-year notes
Amount:$250 million
Maturity:Sept. 1, 2020
Coupon:3.6%
Price:99.868
Yield:3.616%
Spread:Treasuries plus 100 bps
Call:Make-whole at Treasuries plus 15 bps before June 1, 2020 and then callable at par
Notes due 2041
Amount:$500 million
Maturity:March 1, 2041
Coupon:5.05%
Price:99.631
Yield:5.074%
Spread:Treasuries plus 140 bps
Call:Make-whole at Treasuries plus 25 bps before June 1, 2040 and callable at par on or after that date

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