JOHNSON CONTROLS INTERNATIONAL PLC (NASDAQ:JCI) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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JOHNSON CONTROLS INTERNATIONAL PLC (NASDAQ:JCI) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Item 2.03. Creation of a Direct Financial Obligation or an
Obligation Under an Off-balance Sheet Arrangement of a Registrant

In connection with the settlement of the exchange offers, the
Company issued:

$45,896,000 aggregate principal amount of its 2.355% Senior Notes
due 2017

$136,866,000 aggregate principal amount of its 7.125% Notes Due
July15, 2017

$258,517,000 aggregate principal amount of its 1.400% Senior
Notes due 2017

$48,772,000 aggregate principal amount of its 3.750% Notes due
2018

$452,710,000 aggregate principal amount of its 5.000% Senior
Notes due 2020

$446,908,000 aggregate principal amount of its 4.25% Senior Notes
due 2021

$428,017,000 aggregate principal amount of its 3.750% Senior
Notes due 2021

$34,967,000 aggregate principal amount of its 4.625% Notes due
2023

$467,887,000 aggregate principal amount of its 3.625% Senior
Notes due 2024

422,576,000 aggregate principal amount of its 1.375% Notes due
2025 (the New Euro Notes)

$698,518,000 aggregate principal amount of its 3.900% Notes due
2026

$391,964,000 aggregate principal amount of its 6.000% Notes due
2036

$269,949,000 aggregate principal amount of its 5.70% Senior Notes
due 2041

$241,955,000 aggregate principal amount of its 5.250% Senior
Notes due 2041

$443,659,000 aggregate principal amount of its 4.625% Senior
Notes due 2044

$727,005,000 aggregate principal amount of its 5.125% Notes due
2045

$120,642,000 aggregate principal amount of its 6.950% Debentures
due December1, 2045

$434,845,000 aggregate principal amount of its 4.950% Senior
Notes due 2064

(collectively, the New Notes). The New Notes have been registered
under the Securities Act of 1933, as amended (the Act) to a
Registration Statement on FormS-4 (No.333-214806), which was
filed with the Securities and Exchange Commission (the SEC) on
November28, 2016, as amended by Amendment No.1 filed on
December8, 2016, and became effective on December19, 2016. The
terms of the New Notes are further described in the Companys
Prospectus dated December19, 2016, as filed with the SEC under
Rule424(b)(3)of the Act on that date. The issuance of the New
Notes occurred on December28, 2016. The New Notes are unsecured
and unsubordinated obligations of the Company and will rank
equally with all other unsecured and unsubordinated indebtedness
of the Company issued from time to time.

The New Notes were issued to an Indenture (the Indenture), dated
as of December28, 2016, between the Company and U.S. Bank
National Association, as trustee (the trustee), and a
supplemental indenture (the Supplemental Indenture), dated as of
December28, 2016, among the Company, the trustee, and Elavon
Financial Services DAC, UK Branch. The summaries of the New
Notes, the Indenture

and the Supplemental Indenture do not purport to be complete
and are qualified in their entirety by reference to the full
text of such documents, which are attached to this Current
Report on Form8-K as Exhibits 4.1 and 4.2, respectively, and
are incorporated by reference into this Item 2.03.

Item 8.01. Other Events.

The information provided in the Introductory Note is
incorporated by reference into this Item 8.01.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

ExhibitNo.

ExhibitDescription

4.1

Indenture, dated December28, 2016, between Johnson
Controls International plc and U.S. Bank National
Association, as trustee.

4.2

First Supplemental Indenture, dated December28, 2016,
between Johnson Controls International plc, and U.S. Bank
National Association, as trustee, and Elavon Financial
Services DAC, UK Branch, as paying agent for the New Euro
Notes (attaching forms of New Notes).

4.3

Forms of the New Notes (included in Exhibit4.2)