Item 8.01 Other Events.
On August 17, 2020, Cummins Inc. (the "Company") entered into an Underwriting
Agreement (the "Underwriting Agreement") with BofA Securities, Inc., Citigroup
Global Markets Inc., HSBC Securities (USA) Inc., ING Financial Markets LLC and
J.P. Morgan Securities LLC, as representatives of the several underwriters
listed therein (the "Underwriters"), pursuant to which the Company agreed to
sell, and the Underwriters agreed to purchase, subject to the terms and
conditions set forth therein, $500 million aggregate principal amount of the
Company's 0.750% Senior Notes due 2025, $850 million aggregate principal amount
of the Company's 1.500% Senior Notes due 2030 and $650 million aggregate
principal amount of the Company's 2.600% Senior Notes due 2050 (collectively,
the "Notes"), in a public offering (the "Offering"). The Offering is expected to
close on August 24, 2020.
The Notes are registered under the Securities Act of 1933, as amended, pursuant
to a Registration Statement on Form S-3 (Registration No. 333-229659) that the
Company filed with the Securities and Exchange Commission (the "SEC") on
February 13, 2019.
The Underwriting Agreement includes customary representations, warranties,
covenants and closing conditions. It also provides for customary indemnification
by the Company and the Underwriters against certain liabilities and customary
contribution provisions in respect of those liabilities.
The Company is filing the Underwriting Agreement as part of this Current Report
on Form 8-K for purposes of such Registration Statement. The description of the
Underwriting Agreement set forth above is qualified by reference to the
Underwriting Agreement filed as Exhibit 1.1 to this Current Report on Form 8-K
and incorporated herein by reference.
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