PHILADELPHIA--(BUSINESS WIRE)--
Axalta Coating Systems Ltd. (NYSE:AXTA) (the “Company”) announced that
its wholly owned subsidiary, Axalta Coatings Systems, LLC (the
“Issuer”), intends to offer $875.0 million (equivalent) in aggregate
principal amount of senior unsecured notes comprised of one tranche of
dollar-denominated senior unsecured notes and one tranche of
euro-denominated senior unsecured notes (collectively, the “Notes”),
subject to market conditions, to qualified institutional buyers pursuant
to Rule 144A under the Securities Act of 1933, as amended (the
“Securities Act”), and outside the United States in compliance with
Regulation S under the Securities Act.
The Notes will be fully and unconditionally guaranteed by Axalta Coating
Systems Dutch Holdings B B.V., an indirect, wholly owned subsidiary of
the Company (“Dutch Parent”) and each of Dutch Parent’s existing
restricted subsidiaries, subject to certain exceptions, but will not be
guaranteed by the Company. The Issuer expects to use the net proceeds of
this offering to redeem the $750.0 million outstanding aggregate
principal amount of the 7.375% senior notes due 2021 of Axalta Coating
Systems U.S. Holdings, Inc., an indirect, wholly owned subsidiary of the
Company, and Dutch Parent, to pay related transaction costs and expenses
and for general corporate purposes, including to add cash to the balance
sheet.
The Notes will not be registered under the Securities Act, or any state
securities laws, and may not be offered or sold in the United States
absent registration, except pursuant to an exemption from the
registration requirements of the Securities Act and applicable state
securities laws.
This press release shall not constitute an offer to sell nor a
solicitation of an offer to buy any security, 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 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 offering of the Notes. 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; other factors
disclosed in our Quarterly Reports on Form 10-Q for the quarters ended
June 30, 2016 and March 31, 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.
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Source: Axalta Coating Systems Ltd.