UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 27, 2021
| | General Electric Company | |
| | (Exact name of registrant as specified in its charter) | |
| New York | | 001-00035 | | 14-0689340 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | | | | |
| 5 Necco Street, Boston, MA | | | | 02210 |
| (Address of principal executive offices) | | | | (Zip Code) |
| Registrant’s telephone number, including area code (617) 443-3000 |
| | | |
| (Former name or former address, if changed since last report.) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common stock, par value $0.06 per share | GE | New York Stock Exchange |
| 0.375% Notes due 2022 | GE 22A | New York Stock Exchange |
| 1.250% Notes due 2023 | GE 23E | New York Stock Exchange |
| 0.875% Notes due 2025 | GE 25 | New York Stock Exchange |
| 1.875% Notes due 2027 | GE 27E | New York Stock Exchange |
| 1.500% Notes due 2029 | GE 29 | New York Stock Exchange |
| 7 1/2% Guaranteed Subordinated Notes due 2035 | GE /35 | New York Stock Exchange |
| 2.125% Notes due 2037 | GE 37 | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On May 27, 2021 (the “Closing Date”), General Electric Company (“GE”) entered into an amended and restated senior unsecured back-up revolving syndicated credit facility extended by 30 banks at an initial aggregate principal commitment amount of $10 billion (the “Amended Senior Unsecured Credit Facility”). The Amended Senior Unsecured Credit Facility amends GE’s $15 billion back-up revolving syndicated credit facility that was scheduled to mature in April 2023.
The Amended Senior Unsecured Credit Facility matures on May 27, 2026, and any borrowings under the Amended Senior Unsecured Credit Facility may, at the election of GE, be prepaid prior to such date, in whole or in part, without premium or penalty. Extensions of credit under the Amended Senior Unsecured Credit Facility may be utilized by GE for general corporate purposes. The Amended Senior Unsecured Credit Facility, which includes a net debt-to-EBITDA financial covenant, is attached as Exhibit 10 and incorporated by reference herein. From the Closing Date until two years following the closing of the transactions contemplated by the Transaction Agreement, dated as of March 9, 2021, by and among General Electric Company, AerCap Holdings N.V. and other parties party thereto, such financial covenant excludes (i) debt originally issued or incurred by General Electric Capital Corporation prior to the Closing Date and debt guaranteed by General Electric Company that was originally issued by General Electric Capital Corporation, GE Capital Global Holdings, LLC or any of their respective subsidiaries prior to the Closing Date and (ii) consolidated EBITDA of GE Capital Global Holdings, LLC and any of its subsidiaries. As of the date hereof, GE has made no borrowings under the Amended Senior Unsecured Credit Facility.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| | * | Portions of this exhibit have been omitted pursuant to Rule 601(b)(10) of Regulation S-K. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | General Electric Company | |
| | | (Registrant) | |
| | | | |
| Date: May 27, 2021 | | /s/ Christoph A. Pereira | |
| | | Christoph A. Pereira Vice President, Chief Risk Officer and Chief Corporate Counsel | |
0000040545 ge:A2125NotesDue2037Member 2021-05-27 2021-05-27
