FARMINGTON, Conn., Nov. 4, 2021 /PRNewswire/ -- Otis Worldwide
Corporation ("Otis") (NYSE: OTIS) announced that its indirect
wholly-owned subsidiary, Highland Holdings S.à r.l. (the "Issuer"),
a private limited liability company (société à responsabilité
limitée) incorporated under the laws of the Grand Duchy of
Luxembourg, has successfully
priced an offering of €500 million aggregate principal amount of
0.000% notes due 2023, €600 million aggregate principal amount of
0.318% notes due 2026 and €500 million aggregate principal amount
of 0.934% notes due 2031.
The offering is expected to close on November 12, 2021, subject to customary closing
conditions. Each series of notes will be fully and
unconditionally guaranteed on an unsecured, unsubordinated basis by
Otis. Net proceeds from the offering will be used to acquire
shares of Zardoya Otis, S.A. ("Zardoya"), whether pursuant to the
all-cash voluntary tender offer (the "Tender Offer") commenced by
Otis' wholly-owned subsidiary, Opal Spanish Holdings, S.A.U., or
otherwise, and to pay fees and expenses in connection
therewith.
The offering is being made under an effective shelf registration
statement on file with the Securities and Exchange
Commission. This press release does not constitute an offer
to sell or a solicitation of an offer to buy the securities
described herein, nor shall there be any sale of these securities
in any state or jurisdiction in which such an offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities law of any such jurisdiction. The
offering of notes may be made only by means of a prospectus and
related prospectus supplement, copies of which may be obtained for
free by visiting EDGAR on the SEC website at www.sec.gov or by
contacting:
- Morgan Stanley & Co. International plc at 1-866-718-1649 or
by email at prospectus@morganstanley.com;
- HSBC Continental Europe by telephone at 1-866-811-8049; or
- J.P. Morgan AG at +33 1 40 15 45 26.
Otis Worldwide Corporation, based in Farmington,
Connecticut, is the world's
leading elevator and escalator manufacturing, installation and
service company.
Manufacturer target market (MiFID II product governance/UK MiFIR
product governance) is eligible counterparties and professional
clients only (all distribution channels). No PRIIPs/UK PRIIPs key
information document has been prepared as the notes are not
available to retail investors in the EEA and the United Kingdom.
This communication is being distributed to, and is directed only
at, persons in the United Kingdom
in circumstances where section 21(1) of the Financial Services and
Markets Act 2000 does not apply.
Cautionary Statement
This communication and other materials Otis and Highland have
filed or will file with the SEC contain or incorporate by reference
statements which, to the extent they are not statements of
historical or present fact, constitute "forward-looking statements"
under the securities laws. From time to time, oral or written
forward-looking statements may also be included in other
information released to the public. These forward-looking
statements are intended to provide management's current
expectations or plans for Otis' future operating and financial
performance, based on assumptions currently believed to be
valid. Forward-looking statements can be identified by the
use of words such as "believe," "expect," "expectations," "plans,"
"strategy," "prospects," "estimate," "project," "target,"
"anticipate," "will," "should," "see," "guidance," "outlook,"
"confident," "goals" and other words of similar meaning in
connection with a discussion of future operating or financial
performance, the Tender Offer and Otis' separation from United
Technologies Corporation (the "Separation"). Forward-looking
statements may include, among other things, statements relating to
future sales, earnings, cash flow, results of operations, uses of
cash, dividends, share repurchases, tax rates, R&D spend,
credit ratings, net indebtedness and other measures of financial
performance or potential future plans, strategies or transactions
of Otis following the Separation or in connection with the Tender
Offer, including the estimated costs associated with the Separation
and the Tender Offer and other statements that are not historical
facts. All forward-looking statements involve risks, uncertainties
and other factors that may cause actual results to differ
materially from those expressed or implied in the forward-looking
statements. For those statements, Otis claims the protection of the
safe harbor for forward-looking statements contained in the U.S.
Private Securities Litigation Reform Act of 1995. Such risks,
uncertainties and other factors include, without limitation: (1)
the effect of economic conditions in the industries and markets in
which Otis and its businesses operate in the United States and globally and any changes
therein, including financial market conditions, fluctuations in
commodity prices, interest rates and foreign currency exchange
rates, levels of end-market demand in construction, the impact of
weather conditions, pandemic health issues (including Covid-19 and
its effects, among other things, on global supply, demand, and
distribution disruptions as the coronavirus outbreak continues and
results in an increasingly prolonged period of travel, commercial
and/or other similar restrictions and limitations), natural
disasters and the financial condition of Otis' customers and
suppliers; (2) challenges in the development, production, delivery,
support, performance and realization of the anticipated benefits of
advanced technologies and new products and services; (3) future
levels of indebtedness, including as a result of the Tender Offer,
capital spending and research and development spending; (4) future
availability of credit and factors that may affect such
availability, including in connection with the financing of the
Tender Offer and credit market conditions in the United States and other countries in which
Otis and its businesses operate and Otis' capital structure; (5)
the timing and scope of future repurchases of Otis' common stock
("Common Stock"), which may be suspended at any time due to various
factors, including market conditions and the level of other
investing activities and uses of cash; (6) fluctuations in prices
and delays and disruption in delivery of materials and services
from suppliers; (7) cost reduction or containment actions,
restructuring costs and related savings and other consequences
thereof; (8) new business and investment opportunities; (9) the
anticipated benefits of moving away from diversification and
balance of operations across product lines, regions and industries;
(10) the outcome of legal proceedings, investigations and other
contingencies; (11) pension plan assumptions and future
contributions; (12) the impact of the negotiation of collective
bargaining agreements and labor disputes; (13) the effect of
changes in political conditions in the
United States, including the new U.S. administration, and
other countries in which Otis and its businesses operate, including
China's response to the new U.S.
administration and the United
Kingdom's recent withdrawal from the European Union, on
general market conditions, global trade policies and currency
exchange rates in the near term and beyond; (14) the effect of
changes in tax, environmental, regulatory (including among other
things import/export) and other laws and regulations in
the United States and other
countries in which Otis and its businesses operate, including
changes as a result of the new U.S. Administration; (15) the
ability of Otis to retain and hire key personnel; (16) the scope,
nature, impact or timing of acquisition and divestiture activity,
including among other things integration of acquired businesses
into existing businesses and realization of synergies and
opportunities for growth and innovation and incurrence of related
costs; (17) the timing of closing, if any, of the Tender Offer and
the expected benefits of the Tender Offer and the timing thereof;
(18) the expected benefits of the Separation and the timing
thereof; (19) a determination by the Internal Revenue Service and
other tax authorities that the distribution or certain related
transactions should be treated as taxable transactions; (20) the
risk that dis-synergy costs, costs of restructuring transactions
and other costs incurred in connection with the Separation will
exceed Otis' estimates; and (21) the impact of the Separation on
Otis' businesses, resources, systems, procedures and controls,
diversion of management's attention and the impact on relationships
with customers, suppliers, employees and other business
counterparties.
For additional information on identifying factors that may cause
actual results to vary from those stated in forward-looking
statements, see Otis' registration statements on Form 10 and Form
S-3 and the reports of Otis on Forms 10-K, 10-Q and 8-K filed with
or furnished to the SEC from time to time. Any
forward-looking statement speaks only as of the date on which it is
made, and Otis assumes no obligation to update or revise such
statement, whether as a result of new information, future events or
otherwise, except as required by applicable law.
Media Contact:
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Ray
Hernandez
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+1-860-674-3029
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Ray.Hernandez@otis.com
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Investor Relations
Contact:
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Michael
Rednor
|
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+1-860-676-6011
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investorrelations@otis.com
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SOURCE Otis Worldwide Corporation