PHILADELPHIA--(BUSINESS WIRE)--
Axalta Coating Systems Ltd. (NYSE:AXTA) has announced the sale of
41,621,996 common shares on an underwritten basis by affiliates of The
Carlyle Group (“Carlyle”). Axalta will not receive any of the proceeds
from the offering of shares by Carlyle. Closing of the offering is
expected to occur on or about August 2, 2016, subject to customary
closing conditions.
The last reported sale price of Axalta’s common shares on July 27, 2016
was $28.97 per share. Goldman, Sachs & Co. is acting as the sole
underwriter for the offering. Goldman, Sachs & Co. proposes to offer the
common shares to the public at a fixed price.
Following the offering, Carlyle will not beneficially own any of
Axalta’s common shares, other than de minimis amounts held or
owned from time to time in the ordinary course of business. As a result,
Axalta’s principal stockholders agreement will terminate pursuant to its
terms and Carlyle will no longer have the right to designate members to
Axalta’s Board of Directors in accordance with the terms of the
principal stockholders agreement.
Axalta has filed an automatically effective registration statement
(including a prospectus) with the U.S. Securities and Exchange
Commission (the “SEC”) for the offering to which this communication
relates, and the offering may only be made by means of such written
prospectus. Before you invest, you should read the prospectus in that
registration statement and other documents Axalta has filed with the SEC
for more complete information about Axalta and this offering. You may
get these documents for free by visiting EDGAR on the SEC website at http://www.sec.gov.
Alternatively, Goldman, Sachs & Co. will arrange to send you the
prospectus if you request it by writing Goldman, Sachs & Co., Attn:
Prospectus Department, 200 West Street, New York, New York 10282; by
email: prospectus-ny@ny.email.gs.com;
or by telephone: (866) 471-2526.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of these
securities 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.
About Axalta Coating Systems
Axalta is a global leader in the coatings industry, providing customers
with innovative, colorful, beautiful and sustainable coatings solutions.
From light vehicles, commercial vehicles and refinish applications to
electric motors, building facades and other industrial applications, our
coatings are designed to prevent corrosion, increase productivity and
enhance durability. With more than 150 years of experience in the
coatings industry, the 12,800 people of Axalta continue to find ways to
serve our more than 100,000 customers in approximately 130 countries
better every day with the finest coatings, application systems and
technology.
Cautionary Statement Concerning Forward-Looking Statements
This release may contain certain forward-looking statements regarding
Axalta and its subsidiaries and the secondary offering of Axalta’s
common shares. All of these statements are based on management’s
expectations as well as estimates and assumptions prepared by management
that, although they believe to be reasonable, are inherently uncertain.
These statements involve risks and uncertainties that may cause the
actual results to differ materially from those anticipated at the time
the statements are made, including, but not limited to: adverse
developments in economic conditions and, particularly, in conditions in
the automotive and transportation industries; volatility in the capital,
credit and commodities markets; our inability to successfully execute on
our growth strategy; risks associated with our non-U.S. operations;
currency-related risks; increased competition; risks of the loss of any
of our significant customers or the consolidation of multi-shop
operators, distributors and/or body shops; our reliance on our
distributor network and third-party delivery services for the
distribution and export of certain of our products; price increases or
interruptions in our supply of raw materials; failure to develop and
market new products and manage product life cycles; litigation and other
commitments and contingencies; significant environmental liabilities and
costs as a result of our current and past operations or products,
including operations or products related to our business prior to the
acquisition of DuPont Performance Coatings; unexpected liabilities under
any pension plans applicable to our employees; risk that the insurance
we maintain may not fully cover all potential exposures; failure to
comply with the anti-corruption laws of the United States and various
international jurisdictions; failure to comply with anti-terrorism laws
and regulations and applicable trade embargoes; business disruptions,
security threats and security breaches; our ability to protect and
enforce intellectual property rights; intellectual property infringement
suits against us by third parties; our substantial indebtedness; our
ability to obtain additional capital on commercially reasonable terms
may be limited; our ability to realize the anticipated benefits of any
acquisitions and divestitures; our joint ventures’ ability to operate
according to our business strategy should our joint venture partners
fail to fulfill their obligations; the risk of impairment charges
related to goodwill, identifiable intangible assets and fixed assets;
ability to recruit and retain the experienced and skilled personnel we
need to compete; work stoppages, union negotiations, labor disputes and
other matters associated with our labor force; terrorist acts,
conflicts, wars and natural disasters that may materially adversely
affect our business, financial condition and results of operations;
transporting certain materials that are inherently hazardous due to
their toxic nature; weather conditions that may temporarily reduce the
demand for some of our products; reduced demand for some of our products
as a result of improved safety features on vehicles and insurance
company influence; the amount of the costs, fees, expenses and charges
related to being a public company; any statements of belief and any
statements of assumptions underlying any of the foregoing; Carlyle’s
ability to control our common shares; other factors disclosed in our
Quarterly Reports on Form 10-Q for the quarters ended March 31, 2016 and
June 30, 2016, our Annual Report on Form 10-K for the year ended
December 31, 2015 and our other filings with the SEC; and other factors
beyond our control. Although we believe the expectations reflected in
such forward-looking statements are based upon reasonable assumptions,
we can give no assurance that the expectations will be attained or that
any deviation will not be material. All information is as of the date of
this press release, and we undertake no obligation to update any
forward-looking statement to conform the statement to actual results or
changes in expectations.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160728005690/en/
Source: Axalta Coating Systems Ltd.