ITEM 1.01 Entry into a Material Definitive Agreement.
On November 18, 2022, Honeywell International Inc. ("Honeywell") filed a Current
Report on Form 8-K (the "November 18 Form 8-K") with the Securities and Exchange
Commission disclosing, among other things, that Honeywell had entered into a
definitive agreement (the "Buyout Agreement") with the North American
Refractories Asbestos Personal Injury Settlement Trust (the "Trust"), providing
for the elimination of Honeywell's funding obligations to the Trust. Capitalized
terms used but not defined herein shall have the meaning given to them in the
November 18 Form 8-K.
On November 20, 2022, in exchange for the NARCO Trust Advisory Committee (the
"TAC") and Lawrence Fitzpatrick, in his capacity as the NARCO Asbestos Future
Claimants Representative (the "FCR"), becoming parties to the Buyout Agreement,
Honeywell, the Trust, the TAC, and the FCR entered into an Amended and Restated
Buyout Agreement (the "Amended Buyout Agreement") among other things (i) to
remove the provision providing for the automatic termination of the Buyout
Agreement if the Buyout Closing has not occurred by March 31, 2023, and instead
(ii) to provide for a dollar for dollar credit against the Buyout Amount for
(A) the dollar amount of claims against the Trust entered into a payment queue
and funded by Honeywell, in each case after March 31, 2023, until the Buyout
Closing, and (B) HWI Net Dividends (as defined in the Amended Buyout Agreement)
actually received by the Trust after March 31, 2023 until the Buyout Closing.
The foregoing description of the Amended and Restated Buyout Agreement is not
intended to be complete and is qualified in its entirety by reference to the
Amended and Restated Buyout Agreement, a copy of which is attached hereto as
Exhibit 10.1 and is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit # Description
10.1 Amended and Restated Buyout Agreement, dated November 20, 2022,
between Honeywell International Inc., the North American
Refractories Asbestos Personal Injury Settlement Trust, the NARCO
Trust Advisory Committee, and Lawrence Fitzpatrick, in his capacity
as the NARCO Asbestos Future Claimants Representative.
104 Cover Page Interactive Data File - the cover page XBRL tags are
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