SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Item 1.01 Entry Into a Material Definitive Agreement.
On May 19, 2021, BorgWarner Inc. (“BorgWarner” or the “Company”) completed the public offering and issuance of €1.0 billion aggregate principal amount of its 1.00% Senior Notes due 2031 (the “Notes”). The Notes are governed by an indenture, dated September 23, 1999, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Base Indenture”), as supplemented by an Eighth Supplemental Indenture, dated May 19, 2021 between the Company and Deutsche Bank Trust Company Americas, as trustee for the Notes (the “Eighth Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). The material terms of the Indenture are described in the Company’s Current Report on Form 8-K filed with the Securities Exchange Commission on May 13, 2021 which description is incorporated by reference herein.
Such description of the Indenture does not purport to be complete and is qualified in its entirety by reference to the full text of the Base Indenture and the full text of the Eighth Supplemental Indenture. A copy of the Base Indenture is filed as Exhibit 4.1 and a copy of the Eighth Supplemental Indenture is filed as Exhibit 4.2 and both are incorporated into this Item 1.01 by reference.
Item 9.01 Financial Statements and Exhibits.
|41.||Indenture, dated September 23, 1999, between Borg-Warner Automotive, Inc. and The Bank of New York Mellon Trust Company, N.A. (successor in interest to Chase Manhattan Trust Company, National Association), as trustee (incorporated by reference to Exhibit No. 4.6 to the Company’s Registration Statement 333-172198 filed on February 11, 2011).|
|4.2||Eighth Supplemental Indenture, dated as of May 19, 2021, between BorgWarner Inc. and Deutsche Bank Trust Company Americas, as trustee, (including the form of Global Note attached as Exhibit A to the Eighth Supplemental Indenture).|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document).|
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.
|Date: May 19, 2021||By:|
|Name: Tonit M. Calaway|
|Title: Executive Vice President, Chief Administrative Officer, General Counsel and Secretary|