GENERAL DYNAMICS CORP : Other Events, Financial Statements and Exhibits (form 8-K)

Item 8.01 Other Events

On May 10, 2021, General Dynamics Corporation (the "Corporation") completed the sale of an aggregate of $1,500,000,000 principal amount of notes as follows:

  •   $500,000,000 aggregate principal amount of 1.150% Notes due 2026,




  •   $500,000,000 aggregate principal amount of 2.250% Notes due 2031, and




  •   $500,000,000 aggregate principal amount of 2.850% Notes due 2041.

The notes were sold pursuant to an Underwriting Agreement, dated as of May 3, 2021, among the Corporation, the Guarantors named therein, and BofA Securities, Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, as representatives of the underwriters named therein.

The notes were issued pursuant to the Third Supplemental Indenture, dated as of May 10, 2021, under the Indenture, dated as of March 22, 2018, among the Corporation, the Guarantors named therein and The Bank of New York Mellon, as Trustee.

The offering of the notes was registered pursuant to the Corporation's Registration Statement on Form S-3ASR (Registration No. 333-255513), which was previously filed with the Securities and Exchange Commission on April 26, 2021.

Copies of the Underwriting Agreement and the Third Supplemental Indenture are filed as exhibits hereto and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits




 1.1      Underwriting Agreement, dated May 3, 2021, among General Dynamics
        Corporation, the Guarantors named therein and BofA Securities, Inc., J.P.
        Morgan Securities LLC and Wells Fargo Securities, LLC, as representatives
        of the underwriters named therein.

 4.1      Third Supplemental Indenture, dated as of May 10, 2021, among General
        Dynamics Corporation, the Guarantors named therein and The Bank of New
        York Mellon, as Trustee (includes forms of 1.150% Notes due 2026, 2.250%
        Notes due 2031 and 2.850% Notes due 2041).

 5.1      Opinion of Jenner & Block LLP.

23.1      Consent of Jenner & Block LLP (included in Exhibit 5.1).

104     Cover Page Interactive Data File (embedded within the Inline XBRL
        document).

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