BELOIT, Wis.--(BUSINESS WIRE)--American Builders & Contractors Supply Co., Inc. ("ABC" or the "Company") announced yesterday the pricing of a private offering of $700 million aggregate principal amount of 4.000% senior secured notes due 2028 (the "Notes”). The initial offering price to investors will be 100% of the principal amount thereof. The offering is expected to close on or about October 31, 2019, subject to certain closing conditions.
The Company intends to use the net proceeds from the offering to fund the redemption of all of its outstanding 5.750% Senior Notes due 2023, repay certain borrowings under its existing Term Loan Facility, and pay related fees and expenses.
Concurrently with the closing of the offering of the Notes, the Company intends to amend and restate its existing Term Loan Facility (the “Amended and Restated Term Loan Facility”), pursuant to which, among other things, repay its existing Term Loan Facility with a portion of the net proceeds from the offering of the Notes and the borrowings under the Amended and Restated Term Loan Facility, extend the maturity date of its Existing Term Loan Facility to January 15, 2027 and replace Deutsche Bank AG New York Branch with Bank of America, N.A. as administrative agent and collateral agent.
This press release is neither an offer to sell nor a solicitation of an offer to buy the Notes, 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 the registration or qualification under the securities laws of any such state or jurisdiction.
The Notes and related guarantees have not been registered under the Securities Act of 1933 (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 registration requirements. Any offers of the Notes will be made only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons outside the United States in compliance with Regulation S under the Securities Act. The Notes being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the applicable private offering memorandum.
This press release contains forward-looking statements which are based on assumptions or beliefs that we believe to be reasonable; however, assumed facts almost always vary from actual results, and differences between assumed facts and actual results can be material, depending upon the circumstances. Where, based on assumptions, the Company or its management express an expectation or belief as to future results, that expectation or belief is expressed in good faith and is believed to have a reasonable basis. The Company cannot assure you, however, that the stated expectation or belief will occur or be achieved or accomplished. The words “believe,” “expect,” “estimate,” “anticipate,” “pro forma” and similar expressions will generally identify forward-looking statements. All forward-looking statements are expressly qualified by these cautionary statements and any other cautionary statements that may accompany such forward-looking statements. In addition, we disclaim any obligation to update any forward-looking statements to reflect events or circumstances after the date of this release. Important factors that could cause actual results to differ materially from those expressed in any forward-looking statement made by us or on our behalf include the following: fluctuations in the cost of shingles or gypsum wallboard; unfavorable weather or seasonal variations; cyclicality in our business related to residential and non-residential construction markets resulting from general economic conditions or other factors; competition in the roofing supply, gypsum wallboard supply, and ceiling tile supply industries; changes in vendor rebates; loss of key personnel; inability to obtain the products the Company distributes; inability to successfully open or acquire new branches and businesses and integrate them into the Company’s business; the failure to collect monies owed from customers; the development of alternatives to wholesale distribution in the building products supply chain; product liability claims; the impact of, or changes in, international or U.S. federal, state and local regulations; the risk of cyber-based attacks; and changes in international and U.S. tariffs and import/export regulations. These and other factors that could cause our actual results to differ from estimates or projections contained in these forward-looking statements.