MILWAUKEE, May 4, 2023
/PRNewswire/ -- Clarios Global LP ("Clarios" or the "Company")
announced today that it successfully closed its offering of
$750 million in aggregate principal
amount of senior secured notes due 2028 (the "Notes") with a coupon
of 6.750%. The Company also announced the closing of a new tranche
of term loans (the "New Term Loan Facility") in an aggregate
principal amount of $2,750 million at
SOFR plus 3.75%. The New Term Loan Facility will mature in
May 2030. The weighted average
interest rate for the Notes and the New Term Loan Facility is
expected to be approximately 7%, based on the current one-month
Term SOFR swap rate for 5 years.
Clarios is owned by Brookfield Business Partners (NYSE: BBUC,
BBU; TSX: BBUC, BBU.UN) together with institutional partners of
Brookfield Asset Management (NYSE, TSX: BAM). Brookfield Business
Partners is the flagship listed vehicle of the Private Equity Group
of Brookfield Corporation (NYSE, TSX: BN).
The gross proceeds from the offering of the Notes, together with
the borrowings under the New Term Loan Facility, were used to repay
approximately $3,500 million of
borrowings under the Company's existing term loan facility (the
"Existing Term Loan Facility") maturing in April 2026. While the Existing Term Loan Facility
currently has a margin of LIBOR plus 3.25%, it was expected to
transition to SOFR plus a credit spread adjustment plus 3.25% in
the coming months as LIBOR will cease to be published after
June 30.
The Notes were issued by the Company and Clarios US Finance
Company, Inc. (together, the "Issuers"). The Notes and the term
loans under the New Term Loan Facility are guaranteed by Clarios
International LP ("Holdings"), which owns all of the equity
interests of the Issuers, and each of the Company's subsidiaries
that are guarantors under the Company's existing credit agreements
and the Issuers' existing 6.250% Senior Secured Notes due 2026,
4.375% Senior Secured Notes due 2026, 6.750% Senior Secured Notes
due 2025 and 8.500% Senior Notes due 2027.
The Notes have not been and will not be registered under the
Securities Act of 1933, as amended (the "Securities Act"), or any
state securities laws and may not be offered or sold in
the United States absent
registration or an applicable exemption from registration under the
Securities Act and applicable state securities laws. The Notes were
offered in the United States only
to persons reasonably believed to be qualified institutional buyers
pursuant to Rule 144A under the Securities Act and outside
the United States to non-U.S.
persons pursuant to Regulation S under the Securities Act. The
Notes have not been and will not be qualified for distribution by
prospectus under the securities laws of any province or territory
of Canada and may only be offered,
sold or subsequently transferred to a purchaser in Canada, pursuant to an exemption from the
prospectus requirements of Canadian securities laws.
This news release shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities, in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
About Clarios: Clarios is a world leader in advanced
energy storage solutions. We partner with our aftermarket and
original equipment customers to meet increasing market demand for
smarter applications on a global scale. Our approximately 16,800
employees develop, manufacture and distribute a portfolio of
evolving battery technologies for virtually every type of vehicle.
Our technologies deliver uniquely sustainable, next-generation
performance, and bring reliability, safety and comfort to everyday
lives. We add value at every link in the supply chain, ensuring
that up to 99% of the materials in our batteries are recovered,
recycled and reused, contributing to the progress of the
communities we serve and the planet we all share.
About Brookfield: Brookfield
Business
Partners: Brookfield Business Partners is a
global business services and industrials company focused on owning
and operating high-quality businesses that provide essential
products and services and benefit from a strong competitive
position. Investors have flexibility to invest in
Brookfield Business Partners either
through Brookfield Business Corporation (NYSE, TSX:
BBUC), a corporation, or Brookfield Business Partners
L.P. (NYSE: BBU; TSX: BBU.UN), a limited partnership.
Brookfield Business Partners is the flagship listed vehicle of
the Private Equity Group of Brookfield Corporation, a leading
global alternative asset manager with approximately $800 billion of assets under management.
Forward-looking Statements
This news release may contain forward-looking statements.
Forward-looking statements may generally be identified by the use
of the words "anticipates," "expects," "intends," "plans,"
"should," "could," "would," "may," "will," "believes," "estimates,"
"potential," "target," or "continue" and variations or similar
expressions. These statements are based upon the current
expectations and beliefs of management and are subject to certain
risks and uncertainties that could cause actual results to differ
materially from those described in the forward-looking statements.
These risks and uncertainties include, but are not limited to,
general economic, credit and capital market conditions, the impact
of COVID-19 and its collateral consequences, the potential impact
of decreased demand from customers in the aftermarket retail
channel and automotive industry, the technological evolution of the
battery and automotive industries and the other risks and
uncertainties discussed in the offering memorandum related to the
Notes. Readers are cautioned not to place undue reliance on any of
these forward-looking statements. These forward-looking statements
speak only as of the date hereof. Clarios undertakes no obligation
to update any of these forward-looking statements to reflect events
or circumstances after the date of this news release or to reflect
actual outcomes, unless required by law.
Investor
Contact: Kathie Campbell
investorrelations@clarios.com
414-214-6593
|
Media
Contact: Zach Peterson, Scott Fosgard
Communications
zach@fosgardpr.com
202-257-2750
|
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SOURCE Clarios