Corning Inc. Issues New Debt

TL;DR

Corning just took on new debt with notes due in 2026 and 2031.

AI Summary

On March 12, 2024, Corning Incorporated entered into a material definitive agreement related to the issuance of new debt. This involved the creation of direct financial obligations for the company, specifically concerning notes due in 2026 and 2031.

Why It Matters

This filing indicates Corning is raising capital through debt issuance, which could impact its financial leverage and future investment capacity.

Risk Assessment

Risk Level: low — This is a standard debt issuance filing and does not inherently signal distress or unusual risk.

Key Numbers

• 3.875% — Interest Rate (Notes due 2026)
• 4.125% — Interest Rate (Notes due 2031)

Key Players & Entities

• Corning Incorporated (company) — Registrant
• March 12, 2024 (date) — Date of earliest event reported
• New York (location) — State of incorporation
• ThreePointEightSeventyFivePercentageNotesDue2026 (financial_instrument) — Debt obligation
• FourPointOneTwentyFivePercentageNotesDue2031 (financial_instrument) — Debt obligation

FAQ

Key Financial Figures

• $0.50 — nge on which registered Common Stock, $0.50 par value per share 3.875% Notes due 2
• $835 million — the Facility is expected not to exceed $835 million. ST's obligations under the Transaction

Filing Documents

• glw4309191-8k.htm (8-K) — 29KB
• glw4309191-ex101.htm (EX-10.1) — 727KB
• glw4309191-ex102.htm (EX-10.2) — 148KB
• glw4309191-ex103.htm (EX-10.3) — 325KB
• glw4309191-ex104.htm (EX-10.4) — 106KB
• 0001206774-24-000271.txt ( ) — 1859KB
• glw-20240312.xsd (EX-101.SCH) — 4KB
• glw-20240312_pre.xml (EX-101.PRE) — 25KB
• glw-20240312_lab.xml (EX-101.LAB) — 36KB
• glw-20240312_def.xml (EX-101.DEF) — 26KB
• glw4309191-8k_htm.xml (XML) — 6KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement On March 12, 2024, Solar Technology LLC ("ST"), a wholly-owned subsidiary of Corning Incorporated (the "Company") entered into certain agreements related to the construction and leasing of a planned manufacturing facility in Hemlock, Michigan (the "Facility" together with the site ground leasehold interest, the "Leased Property"). Among others, those agreements included (collectively, the "Transaction Documents"): 1. A Transaction Agreement (the "Transaction Agreement") among ST, as Lessee and Construction Agent, BA Leasing BSC, LLC, as Lessor ("BAL"), Bank of America, N.A., not in its individual capacity, except as expressly stated therein, but solely as Administrative Agent ("BofA"), and the persons named on Schedule II thereto, as "Participant Interest Parties"; 2. a Construction Agency Agreement (the "Construction Agency Agreement") between ST and BAL; and 3. a Lease, Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (the "Lease") between ST and BAL. Cost of construction of the Facility is expected not to exceed $835 million. ST's obligations under the Transaction Documents will be guaranteed by a Company Guaranty (the "Guaranty"). The Facility will be constructed on property owned by DC HSC Holdings LLC, another wholly-owned subsidiary of the Company, which will be leased to BAL under a long-term ground lease. Pursuant to the Construction Agency Agreement, ST will act as the Construction Agent for BAL in connection with the design, construction and development of the Facility. Construction is expected to be completed approximately 26 months following the commencement of construction. Construction advances will be made monthly to ST as Construction Agent for the Facility, and interest will be paid to the Participant Interest Parties by capitalizing accrued interest into the lease balance. After construction is completed, ST will lease the Facility from BAL for a ter

03. Creation of a Direct Financial Obligation or an Obligation

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth above under Item 1.01 is incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits The following exhibits are filed as part of this Current Report on Form 8-K: Exhibit Number Description 10.1 Transaction Agreement dated as of March 12, 2024 by and among Solar Technology LLC, as Lessee and as Construction Agent; BA Leasing BSC, LLC as Lessor; Bank of America, N.A., not in its individual capacity, except as expressly stated therein, but solely as Administrative Agent; and the Persons Named on Schedule II thereto, as Participant Interest Parties 10.2 Construction Agency Agreement dated as of March 12, 2024 between BA Leasing BSC, LLC as Lessor and Solar Technology LLC as Construction Agent 10.3 Lease, Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing dated as of March 12, 2024, between Solar Technology LLC as Lessee and BA Leasing BSC, LLC as Lessor 10.4 Guaranty from Corning Incorporated dated March 12, 2024

SIGNATURES

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 thereunto duly authorized. CORNING INCORPORATED Registrant Date: March 15, 2024 By /s/ Edward A. Schlesinger Edward A. Schlesinger Executive Vice President and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR