Honeywell Aerospace commences exchange offer

Rhea-AI Summary

Honeywell Aerospace (Nasdaq: HONA) has commenced an exchange offer to swap specified unregistered senior notes for new registered notes with a like principal amount across nine series maturing between 2028 and 2066, with fixed rates from 3.900% to 5.852% and one floating-rate tranche due 2029.

The new Exchange Notes are substantially identical to the existing notes but are registered under the Securities Act, removing related transfer restrictions and registration rights. According to Honeywell Aerospace, the offer fulfills obligations under prior registration rights agreements and will not generate proceeds. The offer expires at 5:00 p.m. New York City time on August 10, 2026, unless extended, with settlement occurring promptly thereafter, and is made solely under a prospectus dated July 13, 2026 filed with the SEC.

Argus Jul 14 session

+0.19% close to close Open Argus

Details

News Market Reaction – HON

In the Jul 14 session, HON gained 0.19%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

Earlier, clearly positive solar project news aligned with a 3.66% gain, while structurally driven ev...

Analysis

Earlier, clearly positive solar project news aligned with a 3.66% gain, while structurally driven events around the spin-off produced a -50.95% move, underscoring how capital-structure mechanics can dominate price behavior. The key watchpoint is whether future debt or equity actions alter that backdrop.

Key Figures

3.900% Senior Notes 2028: $1,250,000,000 aggregate principal 4.000% Senior Notes 2029: $1,250,000,000 aggregate principal Floating Rate Notes 2029: $500,000,000 aggregate principal +5 more

3.900% Senior Notes 2028

$1,250,000,000 aggregate principal

Maximum new registered notes offered due 2028

4.000% Senior Notes 2029

$1,250,000,000 aggregate principal

Maximum new registered notes offered due 2029

Floating Rate Notes 2029

$500,000,000 aggregate principal

Maximum new floating rate senior notes offered due 2029

4.300% Senior Notes 2031

$2,000,000,000 aggregate principal

Maximum new registered notes offered due 2031

4.600% Senior Notes 2033

$1,750,000,000 aggregate principal

Maximum new registered notes offered due 2033

4.950% Senior Notes 2036

$3,250,000,000 aggregate principal

Maximum new registered notes offered due 2036

5.622% Senior Notes 2046

$1,000,000,000 aggregate principal

Maximum new registered notes offered due 2046

5.852% Senior Notes 2066

$1,500,000,000 aggregate principal

Maximum new registered notes offered due 2066

Historical Context

5 past events · Latest: Jul 13

5 events

1. Jul 13

   Debt exchange offer

   24h Move

   +0.2%

   Announced registered-for-unregistered exchange of multiple senior note series.

2. Jul 08

   Guidance update

   24h Move

   +1.4%

   Updated 2026 guidance to reflect completed 1-for-2 reverse stock split.

3. Jul 02

   Project commissioning

   24h Move

   +3.7%

   SB-14 community solar project reached commercial operation in New York.

4. Jun 30

   O&M agreement

   24h Move

   -1.7%

   PowerBank unit signed O&M agreement for 21 MW solar portfolio with Honeywell.

5. Jun 29

   Earnings date notice

   24h Move

   -51.0%

   Set Q2 results date and call following Aerospace spin-off and reverse split.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

senior notes, floating rate, registration rights agreement, prospectus, +1 more

5 terms

senior notes financial

"3.900% Senior Notes due 2028; (ii) $1,250,000,000 aggregate principal"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

floating rate financial

"$500,000,000 aggregate principal amount of new Floating Rate Senior Notes due 2029"

An interest rate on a loan, bond or deposit that is not fixed but resets at regular intervals based on a reference market rate plus a set margin, so the payments rise or fall as overall interest rates change. For investors, floating-rate instruments act like a weather vane: they can protect income when rates climb by increasing payouts, but they introduce unpredictable cash flow and price movement when rates fall or shift, affecting expected yield and valuation.

registration rights agreement regulatory

"to fulfill Honeywell Aerospace's obligations under the applicable registration rights agreement"

A registration rights agreement is a contract that gives investors the option to have their ownership stakes officially registered with the government, making it easier to sell their shares later. This agreement matters because it provides investors with a clearer path to cash out their investments if they choose, offering more liquidity and confidence in their ability to sell their holdings when desired.

prospectus regulatory

"set forth in a prospectus dated July 13, 2026 (the "Prospectus")"

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

regulation fd regulatory

"for complying with disclosure obligations under Regulation FD"

Regulation FD is a rule that prevents company insiders, like executives, from sharing important information with some people before others get it. It matters because it helps ensure all investors have equal access to key news, making the stock market fairer and reducing chances of insider trading.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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PHOENIX, July 13, 2026 /PRNewswire/ -- Honeywell Aerospace Inc. ("Honeywell Aerospace," Nasdaq: HONA) commenced today an offer to exchange (the "Exchange Offer") certain of its outstanding unregistered notes for new registered notes.

Under the Exchange Offer, Honeywell Aerospace is offering to exchange up to:

(i) $1,250,000,000 aggregate principal amount of new 3.900% Senior Notes due 2028;
(ii) $1,250,000,000 aggregate principal amount of new 4.000% Senior Notes due 2029;
(iii) $500,000,000 aggregate principal amount of new Floating Rate Senior Notes due 2029;
(iv) $2,000,000,000 aggregate principal amount of new 4.300% Senior Notes due 2031;
(v) $1,750,000,000 aggregate principal amount of new 4.600% Senior Notes due 2033;
(vi) $3,250,000,000 aggregate principal amount of new 4.950% Senior Notes due 2036;
(vii) $1,000,000,000 aggregate principal amount of new 5.622% Senior Notes due 2046;
(viii) $3,500,000,000 aggregate principal amount of new 5.732% Senior Notes due 2056; and
(ix) $1,500,000,000 aggregate principal amount of new 5.852% Senior Notes due 2066

(collectively, the "Exchange Notes"), the issuance of which has been registered under the Securities Act of 1933, as amended (the "Securities Act"), for a like principal amount of its unregistered outstanding

(i) $1,250,000,000 aggregate principal amount of 3.900% Senior Notes due 2028;
(ii) $1,250,000,000 aggregate principal amount of 4.000% Senior Notes due 2029;
(iii) $500,000,000 aggregate principal amount of Floating Rate Senior Notes due 2029;
(iv) $2,000,000,000 aggregate principal amount of 4.300% Senior Notes due 2031;
(v) $1,750,000,000 aggregate principal amount of 4.600% Senior Notes due 2033;
(vi) $3,250,000,000 aggregate principal amount of 4.950% Senior Notes due 2036;
(vii) $1,000,000,000 aggregate principal amount of 5.622% Senior Notes due 2046;
(viii) $3,500,000,000 aggregate principal amount of 5.732% Senior Notes due 2056; and
(ix) $1,500,000,000 aggregate principal amount of 5.852% Senior Notes due 2066

(collectively, the "Outstanding Notes"). The terms of the Exchange Notes offered in the Exchange Offer are substantially identical to the terms of the respective series of the Outstanding Notes, except that the Exchange Notes will be registered under the Securities Act, and certain transfer restrictions and registration rights relating to the Outstanding Notes will not apply to the Exchange Notes.

The purpose of the Exchange Offer is to fulfill Honeywell Aerospace's obligations under the applicable registration rights agreement entered into in connection with the issuance of the Outstanding Notes. Honeywell Aerospace will not receive any proceeds from the Exchange Offer.

The Exchange Offer will expire at 5:00 p.m. New York City time, on August 10, 2026, unless extended (such date and time, as may be extended, the "Expiration Date"). The settlement date for the Exchange Offer will occur promptly following the Expiration Date. The terms of the Exchange Offer and other information relating to Honeywell Aerospace are set forth in a prospectus dated July 13, 2026 (the "Prospectus"), a copy of which has been filed with the Securities and Exchange Commission (the "SEC"). Honeywell Aerospace has not authorized any person to provide information other than as set forth in the Prospectus.

Additional information
Copies of the Prospectus governing the Exchange Offer can be obtained from the exchange agent, Deutsche Bank Trust Company Americas, by email to db.reorg@db.com, or by phone at +1-800-735-7777. The Prospectus and other documents filed by Honeywell Aerospace with the SEC are also available free of charge at the SEC's website at www.sec.gov.

This press release is for informational purposes only and does not constitute a prospectus. This press release is neither an offer to exchange or sell, nor a solicitation of an offer to buy or exchange, the Exchange Notes. The Exchange Offer is made solely pursuant to the Prospectus, including any supplements thereto, which contains important information that should be read carefully before any decision is made with respect to the Exchange Offer. The Exchange Offer is not being made to holders in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky, or other laws of such jurisdiction.

Honeywell Aerospace uses our Investor Relations website, investor.honeywellaerospace.com, as a means of disclosing information which may be of interest or material to our investors and for complying with disclosure obligations under Regulation FD. Accordingly, investors should monitor our Investor Relations website, in addition to following our press releases, SEC filings, public conference calls, webcasts, and social media.

Offering restrictions
This press release does not constitute an offer to purchase or exchange any securities or the solicitation of an offer to buy or exchange any securities, nor does it constitute an invitation to participate in the Exchange Offer in any jurisdiction in which, or to any person to or from which, it is unlawful to make such invitation or for there to be such participation under applicable securities laws. No offering of securities shall be made except by means of the Prospectus. The distribution of this press release in certain jurisdictions may be restricted by law. Persons into whose possession this press release or the Prospectus comes are required to inform themselves about, and to observe, any such restrictions.

About Honeywell Aerospace
Honeywell Aerospace (Nasdaq: HONA) is an independent global aerospace and defense company whose critical technologies are broadly deployed on the world's leading commercial air transport, business aviation, defense and space platforms. These integrated solutions enable safer, more efficient, and more reliable missions. Headquartered in Phoenix, Arizona, the company employs more than 36,000 people globally and supports more than 10,000 customers. With a broad portfolio spanning avionics and navigation systems, engines and power systems, and control systems for aircraft, Honeywell Aerospace combines commitment and deep engineering expertise to drive innovation and long-term value for the aerospace industry. For more information, visit www.honeywellaerospace.com or follow Honeywell Aerospace on LinkedIn.

Forward-looking statements and other disclaimers
Certain statements in this release are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, that involve risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements. These include statements about Honeywell Aerospace's business, results, financial position, liquidity, and outlook, which may constitute forward-looking statements and are subject to the risk that the actual impact may differ, possibly materially, from what is currently expected. Except as required by law, Honeywell Aerospace undertakes no obligation to update any forward-looking statements. For a discussion of additional risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see Honeywell Aerospace's SEC filings, including, but not limited to, the risk factors and Cautionary Note Regarding Forward-Looking Statements set forth in these filings.

Contacts:
Media	Investor Relations
Brian Grace	Sean Meakim
(602) 897-0205	(623) 223-5980
Brian.Grace@honeywellaerospace.us	Sean.Meakim@honeywellaerospace.us

 

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SOURCE Honeywell Aerospace Inc.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is Honeywell Aerospace's (Nasdaq: HONA) 2026 exchange offer for senior notes?

Honeywell Aerospace launched a 2026 exchange offer to swap certain unregistered senior notes for new registered notes of equal principal amount. According to Honeywell Aerospace, the exchange covers nine note series maturing from 2028 to 2066, including one floating-rate 2029 tranche.

Which senior notes are included in Honeywell Aerospace's July 2026 exchange offer?

The exchange offer includes nine series: fixed-rate notes from 3.900% due 2028 to 5.852% due 2066 and a floating rate note due 2029. According to Honeywell Aerospace, each new registered note mirrors its corresponding unregistered series in principal and core terms.

How do the new registered Exchange Notes differ from the existing Honeywell Aerospace notes?

The Exchange Notes are substantially identical in terms to the existing notes but are registered under the Securities Act. According to Honeywell Aerospace, this registration removes certain transfer restrictions and registration rights that apply to the unregistered outstanding notes.

When does Honeywell Aerospace's 2026 exchange offer expire and when will settlement occur?

The exchange offer is scheduled to expire at 5:00 p.m. New York City time on August 10, 2026, unless extended. According to Honeywell Aerospace, settlement for validly tendered notes will occur promptly after the expiration date of the offer.

Will Honeywell Aerospace receive any cash proceeds from the 2026 senior notes exchange offer?

Honeywell Aerospace will not receive any proceeds from the exchange offer because it is a swap of unregistered notes for registered notes of equal principal. According to Honeywell Aerospace, the offer is intended to satisfy obligations under registration rights agreements.

What is the purpose of Honeywell Aerospace's exchange offer for senior notes in 2026?

The purpose is to meet obligations under registration rights agreements associated with the original note issuances. According to Honeywell Aerospace, the offer exchanges unregistered outstanding notes for registered notes, eliminating related transfer restrictions and separate registration rights for participating holders.