Attached files
| file | filename |
|---|---|
| EX-1.1 - UNDERWRITING AGREEMENT, DATED AUGUST 16, 2012 - BURLINGTON NORTHERN SANTA FE, LLC | d400063dex11.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): August 16, 2012
Burlington Northern Santa Fe, LLC
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 1-11535 | 27-1754839 | |
| (Commission File Number) |
(IRS Employer Identification No.) | |
| 2650 Lou Menk Drive, Fort Worth, TX | 76131 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(800) 795-2673
(Registrant’s Telephone Number, Including Area Code)
(Not Applicable)
(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 Instruction 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)) |
Item 1.01. Entry into a Material Definitive Agreement.
Burlington Northern Santa Fe, LLC (“BNSF”) entered into an underwriting agreement (the “Underwriting Agreement”) dated as of August 16, 2012, with Citigroup Global Markets Inc., Goldman, Sachs & Co. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several underwriters listed therein (collectively, the “Underwriters”), pursuant to which BNSF agreed to sell and the Underwriters agreed to purchase, subject to and upon terms and conditions set forth therein, $600 million in aggregate principal amount of 3.050% Debentures due September 1, 2022, and $650 million in aggregate principal amount of 4.375% Debentures due September 1, 2042, as described in the prospectus supplement dated August 16, 2012, filed pursuant to BNSF’s shelf registration statement on Form S-3, Registration No. 333-166755.
A copy of the Underwriting Agreement is attached as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
See Exhibit Index included herewith.
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.
| BURLINGTON NORTHERN SANTA FE, LLC | ||||||
| Date: August 21, 2012 | By: | /s/ Thomas N. Hund | ||||
| Name: | Thomas N. Hund | |||||
| Title: | Executive Vice President and Chief Financial Officer | |||||
BURLINGTON NORTHERN SANTA FE, LLC
INDEX OF EXHIBITS
| Exhibit Number |
Description | |
| 1.1 | Underwriting Agreement, dated August 16, 2012, among Burlington Northern Santa Fe, LLC and Citigroup Global Markets Inc., Goldman, Sachs & Co. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several underwriters named therein. | |