AUBURN HILLS, Mich.,
May 19, 2021 /PRNewswire/ --
BorgWarner Inc. (NYSE: BWA) ("BorgWarner" or the "Company")
announced today that it will redeem in full the entire outstanding
€500 million aggregate principal amount of its 1.80% Senior Notes
due 2022 (the "2022 Notes") on June 18,
2021 (the "Redemption Date"). The redemption is in
accordance with the terms of the Indenture, dated as of
September 23, 1999, between
Borg-Warner Automotive, Inc. and The Bank of New York Mellon Trust
Company, N.A. (successor in interest to Chase Manhattan Trust
Company, National Association), as trustee, as supplemented by that
Fifth Supplemental Indenture, dated as of November 6, 2015, between the Company and
Deutsche Bank Trust Company Americas, as the indenture trustee (the
"Trustee").
All outstanding 2022 Notes (NYSE: BWA22) (ISIN: XS1317708805)
will be redeemed on the Redemption Date. The total redemption
price is the sum of (i) 100% of the principal amount of the
2022 Notes being redeemed plus unpaid interest, if any, accrued
thereon to, but excluding, the Redemption Date; and (ii) the
Make-Whole Amount with respect to such 2022 Notes.
The 2022 Notes are held though Euroclear Bank S.A./N.V.
("Euroclear") and Clearstream Banking, société anonyme
("Clearstream") and will be redeemed in accordance with the
procedures of Euroclear and Clearstream. The Trustee is acting as
the paying agent. The address for the paying agent is as
follows:
DB Services Americas, Inc.
5022 Gate Parkway South
Jacksonville, Florida 32256
Attention: Redemption Unit
The Company has received all necessary approvals for this
redemption.
About BorgWarner
BorgWarner is a global product leader
in clean and efficient technology solutions for combustion, hybrid
and electric vehicles. Building on its original equipment
expertise, BorgWarner also brings market leading product and
service solutions to the global aftermarket. With manufacturing and
technical facilities in 96 locations in 24 countries, the Company
employs approximately 50,000 worldwide. For more information,
please visit borgwarner.com.
Notice Regarding Forward-Looking Statements
Statements
contained or incorporated by reference in this press release may
contain forward-looking statements as contemplated by the 1995
Private Securities Litigation Reform Act, 27A of the U.S.
Securities Act of 1933, as amended (the "Securities Act"), and
Section 21E of the U.S. Securities Exchange Act of 1934, as amended
(the "Exchange Act") that are based on management's current
outlook, expectations, estimates and projections. Words such as
"anticipates," "believes," "continues," "could," "designed,"
"effect," "estimates," "evaluates," "expects," "forecasts," "goal,"
"guidance," "initiative," "intends," "may," "outlook," "plans,"
"potential," "project," "predicts," "pursue," "seek," "should,"
"target," "when," "will," "would," and variations of such words and
similar expressions are intended to identify such forward-looking
statements. All forward-looking statements are based on assumptions
and analyses made by the Company in light of its experience and its
perception of historical trends, current conditions and expected
future developments, as well as other factors the Company believes
are appropriate in the circumstances. Forward-looking statements
are not guarantees of performance and the Company's actual results
may differ materially from those expressed, projected or implied in
or by the forward-looking statements. You should not place undue
reliance on these forward-looking statements. Forward-looking
statements are subject to risks and uncertainties, many of which
are difficult to predict and generally beyond the Company's
control, that could cause actual results to differ materially from
those expressed, projected or implied in or by the forward-looking
statements. These risks and uncertainties, include, among others:
uncertainties regarding the extent and duration of impacts of
matters associated with COVID-19/coronavirus ("COVID-19"),
including additional production disruptions; the failure to realize
the expected benefits of the acquisition of Delphi Technologies PLC
that the Company completed on October 1,
2020; the failure to promptly and effectively integrate
acquired business; the potential for unknown or inestimable
liabilities relating to acquired business; the possibility that the
proposed transaction between the Company and AKASOL AG ("Proposed
Transaction") will not be consummated; failure to satisfy any of
the conditions to the proposed transaction; failure to realize the
expected benefits of the Proposed Transaction; the Company's
dependences on automotive and truck production, both of which are
highly cyclical and subject to disruptions; the Company's reliance
on major original equipment manufacturer ("OEM") customers;
commodities availability and pricing; supply disruptions;
fluctuations in interest rates and foreign currency exchange rates;
availability of credit; the Company's dependence on key management;
the Company's dependence on information systems; the uncertainty of
the global economic environment; the outcome of existing or any
future legal proceedings, including litigation with respect to
various claims; future changes in laws and regulations, including,
by way of example, tariffs, in the countries in which the Company
operates; impacts from any potential future acquisition or
divestiture transaction; and the other risks described in
Part I, Item 1A, "Risk Factors," in the Company's Annual Report on
Form 10-K for the year ended December 31,
2020. The Company does not undertake any obligation to
update any forward-looking statements, except as required by
law.
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SOURCE BorgWarner