The Manitowoc Company, Inc. Announces Proposed Offering of $300 Million of Senior Secured Second Lien Notes due 2026
06 Março 2019 - 10:06AM
Business Wire
The Manitowoc Company, Inc. (NYSE: MTW) (“Manitowoc”) announced
today that it has commenced a private offering (the “Offering”) of
$300,000,000 aggregate principal amount of senior secured second
lien notes due 2026 (the “Notes”), subject to market and other
conditions, including Manitowoc entering into a new asset-based
revolving credit facility (the “New ABL Credit Facility”). The
Notes will be guaranteed on a senior secured second lien basis,
jointly and severally, by each of Manitowoc’s domestic subsidiaries
that will guarantee the New ABL Credit Facility. There can be no
assurance that the Offering will be completed on a timely basis, or
at all.
Manitowoc intends to use the net proceeds from the Offering,
together with proceeds from the initial extension of credit under
the New ABL Credit Facility, to (i) redeem all of its outstanding
12.75% Senior Secured Second Lien Notes due 2021; (ii) repay all
obligations outstanding, and terminate all commitments, under (x)
its existing $225.0 million asset-based revolving credit facility
and (y) its existing $75.0 million accounts receivable
securitization program; and (iii) pay related fees and expenses,
including applicable premiums. Manitowoc intends to use any
remaining net proceeds for general corporate purposes.
The Notes will be offered and sold to persons reasonably
believed to be qualified institutional buyers in reliance on Rule
144A and outside the United States to non-U.S. persons in reliance
on Regulation S. 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, unless so registered, may not be offered or sold
in the United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws.
This shall not constitute an offer to sell, or a solicitation of
an offer to buy, the Notes or any other securities and shall not
constitute an offer to sell, or a solicitation of an offer to buy,
or a sale of, the Notes or any other securities in any jurisdiction
in which such offer, solicitation or sale is unlawful.
Forward-Looking Statements
This press release includes “forward-looking statements”
intended to qualify for the safe harbor from liability under the
Private Securities Litigation Reform Act of 1995. Any statements
contained in this press release that are not historical facts are
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements, which
include, but are not limited to, statements regarding the Offering
and the timing of the closing of the Offering and the anticipated
use of proceeds therefrom, are based on the current expectations of
the management of Manitowoc and are subject to uncertainty and
changes in circumstances. Forward-looking statements include,
without limitation, statements typically containing words such as
“intends,” “expects,” “anticipates,” “targets,” “estimates,” and
words of similar import. By their nature, forward-looking
statements are not guarantees of future performance or results and
involve risks and uncertainty that could cause actual results and
developments to differ materially from those expressed or implied
by such forward-looking statements. Factors that could cause actual
results and developments to differ materially include, among
others:
- changes in economic or industry
conditions generally or in the markets served by Manitowoc;
- unanticipated changes in customer
demand, including changes in global demand for high-capacity
lifting equipment, changes in demand for lifting equipment in
emerging economies, and changes in demand for used lifting
equipment;
- unanticipated changes in revenues,
margins, costs, and capital expenditures;
- the ability to increase operational
efficiencies across Manitowoc’s businesses and to capitalize on
those efficiencies;
- the ability to significantly improve
profitability;
- the risks associated with overall
economic growth or contraction;
- changes in raw material and commodity
prices, including as a result of tariffs;
- foreign currency fluctuation and its
impact on reported results and hedges in place with Manitowoc;
- the ability to focus on customers, new
technologies, and innovation;
- uncertainties associated with new
product introductions, the successful development and market
acceptance of new and innovative products that drive growth;
and
- other risk factors detailed in
Manitowoc's Annual Report on Form 10-K for the fiscal year ended
December 31, 2018 and its other filings with the United States
Securities and Exchange Commission (the “SEC”).
Manitowoc undertakes no obligation to update or revise
forward-looking statements, whether as a result of new information,
future events or otherwise. Forward-looking statements only speak
as of the date on which they are made. Information on the potential
factors that could affect Manitowoc’s actual results of operations
is included in its filings with the SEC, including but not limited
to its Annual Report on Form 10-K for the fiscal year ended
December 31, 2018.
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The Manitowoc Company, Inc.Ion WarnerVP, Marketing and Investor
Relations+1 414-760-4805
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