DENVER, Colo. March 16, 2017 – Gates Global LLC (the “Company”) and its wholly-owned subsidiary Gates Global Co. (together with the Company, the “Co-Issuers”) announced today that they have priced the previously announced offering of $150 million aggregate principal amount of their 6.00% Senior Notes due 2022 (the “notes”) in a private offering exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The notes will be issued at an offering price of 99.875% of the principal amount thereof, plus accrued interest from January 15, 2017. The notes are expected to be treated as a single class with, and will have identical terms and conditions as those of, the $1.04 billion aggregate principal amount of currently outstanding 6.00% Senior Notes due 2022 previously issued by the Co-Issuers. The closing of the offering is expected to occur on March 30, 2017, subject to customary closing conditions.
The Co-Issuers intend to use the net proceeds from the sale of the notes, together with borrowings under an incremental Euro term loan under their senior secured credit facilities and cash on hand, to repay certain borrowings under their existing U.S. dollar term loan under the senior secured credit facilities and pay related fees and expenses.
The notes are being sold in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to non-U.S. persons outside the United States under Regulation S under the Securities Act. The notes have not been registered under the Securities Act, and unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.
This press release is neither an offer to sell nor a solicitation of an offer to buy the notes, nor shall there be any sale of the notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
Any statements made in this press release that are not statements of historical fact, including statements about the Company’s beliefs and expectations, are forward-looking statements and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including descriptions of the Company’s business plan and strategies. These statements often include words such as “anticipate,” “expect,” “suggests,” “plan,” “believe,” “intend,” “estimate,” “target,” “project,” “should,” “could,” “would,” “may,” “will,” “forecast,” and other similar expressions. The Company bases these forward-looking statements or projections on its current expectations, plans and assumptions that it has made in light of its experience in the industry, as well as the Company’s perceptions of historical trends, current conditions, expected future developments and other factors the Company believes are appropriate under the circumstances and at such time. The forward-looking statements and projections are subject to and involve risks, uncertainties and assumptions and you should not place undue reliance on these forward-looking statements or projections. Although the Company believes that these forward-looking statements and projections are based on reasonable assumptions at the time they are made, you should be aware that many factors could affect the Company’s actual financial results or results of operations and could cause actual results to differ materially from those expressed in the forward-looking statements.
Gates Global LLC Investor Relations