SCHMOLZ + BICKENBACH announces EUR 150 million Notes offering
THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF SCHMOLZ+BICKENBACH AG OR ANY OF ITS AFFILIATES. NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
Lucerne, June 14, 2018 – SCHMOLZ + BICKENBACH AG (the "Company") today announced an offering (the "Offering") of EUR 150 million 5.625% Senior Secured Notes due 2022 (the "Notes").
SCHMOLZ + BICKENBACH Luxembourg Finance S.A., an indirect subsidiary of the Company, plans to issue an additional EUR 150 million of Notes, which will have the same terms as, and form a single series with, the Issuer’s existing EUR 200 million Notes issued in April 2017. The Company intends to use the gross proceeds of the Offering (i) to repay outstanding debt under the Company’s senior secured syndicated revolving credit facility agreement, which was used in payments relating to the acquisition of the majority of the sites and facilities of Asco Industries S.A.S., including the related working capital build-up, and to generally fund seasonal fluctuation in working capital requirements, and (ii) to pay fees and expenses incurred in connection with the offering of the Notes.
The Notes are being offered only to qualified institutional buyers in accordance with Rule 144A under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and outside the United States in accordance with Regulation S under the Securities Act and, if an investor is a resident of a member state of the European Economic Area (the “EEA”), only to such an investor that is a qualified investor (within the meaning of Article 2(1)(e) of Directive 2003/71/EC, together with any amendments thereto, including Directive 2010/73/EU, to the extent implemented in the relevant member state (the “Prospectus Directive”)).