UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
OTIS WORLDWIDE CORPORATION
(Exact name of Registrant as specified in its charter)
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Delaware
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83-3789412
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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One Carrier Place
Farmington, Connecticut
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06032
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(Address of principal executive offices)
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(Zip Code)
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HIGHLAND HOLDINGS S.À R.L.
(Exact name of Registrant as specified in its charter)
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Grand Duchy of Luxembourg
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98-1507045
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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6, rue Jean Monnet
L-2180 Luxembourg
R.C.S. Luxembourg:
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B 237108
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(Address of principal executive offices)
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(Zip Code)
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Securities to be registered pursuant to Section 12(b) of the Act:
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Title of each class
To be so registered
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Name of each exchange on which
each class is to be registered
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0.000% Notes due 2023
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New York Stock Exchange
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0.318% Notes due 2026
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New York Stock Exchange
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0.934% Notes due 2031
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New York Stock Exchange
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If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. ☒
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. ☐
Securities Act registration statement or Regulation A offering statement file number to which this form relates: 333-240269.
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
Item 1 Description of Registrant’s Securities to be Registered.
Highland Holdings S.à r.l. (the “Issuer”) is an indirect wholly-owned consolidated subsidiary of Otis Worldwide Corporation (“Otis” and, together with the Issuer, the “Registrants”). The Registrants have filed with the Securities and Exchange
Commission (the “Commission”) a Prospectus dated October 26, 2021 (the “Prospectus”) included in Amendment No. 1 to the Registrants’ automatic shelf registration statement on Form S-3ASR (No. 333-240269) originally filed with the Commission under the
Securities Act of 1933 on July 31, 2020 and a Prospectus Supplement dated November 4, 2021 (the “Prospectus Supplement”) in connection with the offering of 0.000% Notes due 2023, the 0.318% Notes due 2026 and the 0.934% Notes due 2031 (collectively,
the “Notes”). The description of the Notes appearing under the caption “Description of Debt Securities of Highland Holdings S.à r.l.” in the Prospectus and under the caption “Description of the Notes” in the Prospectus Supplement are incorporated by
reference herein.
Item 2 Exhibits.
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Indenture, dated as of November 12, 2021, among Otis Worldwide Corporation, Highland Holdings S.à r.l. and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated herein by reference to
Exhibit 4.1 of Otis’ Current Report on 8-K filed with the Commission on November 12, 2021).
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Supplemental Indenture No. 1, dated as of November 12, 2021, among Otis Worldwide Corporation, Highland Holdings S.à r.l and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated herein by
reference to Exhibit 4.2 of Otis’ Current Report on 8-K filed with the Commission on November 12, 2021).
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Form of 0.000% Note due 2023 (incorporated herein by reference to Exhibit 4.3 of Otis’ Current Report on 8-K filed with the Commission on November 12, 2021).
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Form of 0.318% Note due 2026 (incorporated herein by reference to Exhibit 4.4 of Otis’ Current Report on 8-K filed with the Commission on November 12, 2021).
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Form of 0.934% Note due 2031 (incorporated herein by reference to Exhibit 4.5 of Otis’ Current Report on 8-K filed with the Commission on November 12, 2021).
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
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OTIS WORLDWIDE CORPORATION
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By:
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/s/ Imelda Suit | ||
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Name:
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Imelda Suit
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Title:
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Vice President, Treasurer
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Date: November 12, 2021
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HIGHLAND HOLDINGS S.À R.L.
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By:
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/s/ Bradley G. Thompson | ||
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Date: November 12, 2021
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Name:
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Bradley G. Thompson
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Title:
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Class A Manager, Chief Executive Officer
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