PITTSBURG, Kan., July 8, 2024
/PRNewswire/ -- Watco Companies, L.L.C. and its wholly-owned
subsidiary, Watco Finance Corp. (collectively, "Watco"), today
announced that Watco intends to commence a private offering (the
"Offering") of $700 million aggregate
principal amount of senior unsecured notes due 2032 (the
"Notes"). The Notes will be guaranteed by Watco's
subsidiaries that guarantee its senior secured credit
facility.
Watco intends to use the net proceeds of the Offering to
purchase Watco's outstanding 6.500% Senior Notes due 2027 (the
"2027 Senior Notes") tendered in a concurrently announced tender
offer (the "Tender Offer"), to pay interest as required from time
to time on the 2027 Senior Notes that are not tendered until such
2027 Senior Notes are redeemed, to repay a portion of Watco's
senior secured credit facility, to pay all fees and expenses
related to the Offering and incurred in connection with the Tender
Offer, and for general corporate purposes.
The Notes and related guarantees have not been and will not be
registered under the Securities Act of 1933, as amended (the
"Securities Act"), or the securities laws of any other
jurisdiction, and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements. The
Notes and related guarantees are being offered in a private
placement, solely to persons reasonably believed to be qualified
institutional buyers in reliance on Rule 144A under the Securities
Act and to certain non-U.S. persons outside the United States in reliance on Regulation S
under the Securities Act.
This communication shall not constitute an offer to sell or a
solicitation of an offer to buy the Notes or any other securities,
nor shall there be any sale of the Notes, in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction. This
communication does not constitute an offer to purchase or
redeem any of the 2027 Senior Notes.
About Watco Companies, L.L.C.
Watco, headquartered in Pittsburg,
Kansas, is a leading provider of integrated transportation
services, providing a broad set of supply chain solutions. Watco
provides short line railroad, terminal and port, and logistics
services to over 3,500 customers across the U.S., Mexico, Canada and Australia. Watco owns and operates a diverse
portfolio of transportation infrastructure assets across
North America which includes being
the second largest short line railroad operator (by mileage) and,
according to Watco internal estimates, one of the largest bulk and
break bulk terminaling services providers. More information about
Watco and its subsidiaries can be found at www.watco.com
Forward-Looking Statements
This press release includes "forward-looking statements" within
the meaning of the federal securities laws. Forward-looking
statements may be identified by the use of words such as
"forecast", "estimate", "project", "intend", "expect", "should",
"believe" and other similar expressions that predict or indicate
future events or trends or that are not statements of historical
matters. These forward-looking statements include any statements
regarding the Offering and Tender Offer. Forward-looking statements
should not be read as a guarantee of future performance or results,
and will not necessarily be accurate indications of the times at,
or by, which such performance or results will be achieved.
Forward-looking statements are based on information available at
the time those statements are made and/or management's good faith
belief as of that time with respect to future events, and are
subject to risks and uncertainties that could cause actual
performance or results to differ materially from those expressed in
or suggested by the forward-looking statements, including, but not
limited to, Watco's ability to successfully consummate the Offering
or Tender Offer; general and industry economic conditions;
conditions in the capital and credit markets; Watco's ability to
successfully integrate acquisitions; Watco's relationships with
Class I railroads and other connecting carriers; risks related to
the geographic markets in which Watco operates, including weather
conditions; Watco's compliance with governmental regulation and
legislative and regulatory developments; Watco's ability to obtain
necessary permits and leases to operate its business; Watco's
exposure to credit risk of its customers and counterparties;
competitive pressures within its industries; risks related to
climate change, including market and regulatory responses to
climate change and related litigation; Watco's compliance with
environmental laws and regulations; Watco's transportation of
hazardous materials by rail; rising fuel costs; Watco's dependence
on management and key personnel; availability of government
funding; Watco's labor relations and the availability of qualified
personnel; Watco's reliance on a limited number of suppliers and
fluctuations in the supply of components it uses in its industries;
risks related to operating in foreign countries; risks related to
international trade policies; future acts of terrorism or war;
Watco's reliance on technology and technology improvements in its
business; risks related to cyberattacks and system disruptions;
conflicts of interests among its limited number of equityholders
and investors in the Notes; risks related to epidemics, pandemics
and similar outbreaks of communicable diseases; and risks related
to its joint venture and other investments. Watco does not intend,
and undertakes no duty, to update this information to reflect
future events or circumstances, except as required by law.
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SOURCE Watco Companies, LLC