AUBURN
HILLS, Mich., Aug. 7, 2024
/PRNewswire/ -- BorgWarner Inc. (NYSE: BWA) ("BorgWarner" or the
"Company") announced today it priced a public offering of
$500 million aggregate principal
amount of its 4.950% Senior Notes due 2029 (the "2029 Notes") and
$500 million aggregate principal
amount of its 5.400% Senior Notes due 2034 (the "2034 Notes" and,
together with the 2029 Notes, the "Senior Notes").
The Company expects that it will receive approximately
$987 million of net proceeds from the
offering after deducting the underwriting discounts and the
offering expenses payable by the Company. The Company intends to
use the net proceeds to repurchase any and all of the Company's
3.375% Senior Notes due March 15,
2025 and 5.000% Senior Notes due October 1, 2025 validly tendered and accepted for
purchase in tender offers the Company has commenced for such notes
and to pay fees and expenses in connection with the tender offers.
Any remaining proceeds will be used for general corporate purposes.
The offering is expected to close on August
16, 2024, subject to the satisfaction of customary closing
conditions.
BofA Securities, Inc., Citigroup Global Markets Inc. and Wells
Fargo Securities, LLC are serving as joint book-running managers
for the offering.
The offering is being made under the Company's shelf
registration statement on Form S-3 filed with the Securities and
Exchange Commission (the "SEC") and only by means of a prospectus
supplement and accompanying prospectus. A copy of the prospectus
supplement and accompanying prospectus relating to the offering may
be obtained from any of the following:
- BofA Securities, Inc., toll free at 1-800-294-1322;
- Citigroup Global Markets Inc., toll free at 1-800-831-9146;
or
- Wells Fargo Securities, LLC, toll free at 1-800-645-3751;
Alternatively, the prospectus supplement and accompanying
prospectus may be obtained by visiting EDGAR on the SEC Website at
www.sec.gov.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the Senior Notes, nor will there be
any sale of the Senior Notes in any jurisdiction in which such
offer, solicitation or sale would be unlawful.
About BorgWarner
For more than 130 years, BorgWarner (NYSE: BWA) has been a
transformative global product leader bringing successful mobility
innovation to market. Today, we're accelerating the world's
transition to eMobility – to help build a cleaner, healthier, safer
future for all.
Forward-Looking Statements: This release may contain
forward-looking statements as contemplated by the 1995 Private
Securities Litigation Reform 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," "predicts," "project," "pursue,"
"seek," "should," "target," "when," "will," "would," and variations
of such words and similar expressions are intended to identify such
forward-looking statements. Further, all statements, other than
statements of historical fact, contained in this release regarding
matters that we expect or anticipate will or may occur in the
future regarding our financial position, business strategy and
measures to implement that strategy, including changes to
operations, competitive strengths, goals, expansion and growth of
our business and operations, plans, references to future success
and other such matters, are forward-looking statements. All
forward-looking statements are based on assumptions and analyses
made by us in light of our experience and our perception of
historical trends, current conditions and expected future
developments, as well as other factors we believe 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, which speak only as of the date of this release.
Forward-looking statements are subject to risks and uncertainties,
many of which are difficult to predict and generally beyond our
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, among others, include
supply disruptions impacting us or our customers, commodity
availability and pricing, and an inability to achieve expected
levels of recoverability in commercial negotiations with customers
concerning these costs; competitive challenges from existing and
new competitors, including original equipment manufacturer ("OEM")
customers; the challenges associated with rapidly changing
technologies, particularly as they relate to electric vehicles, and
our ability to innovate in response; the difficulty in forecasting
demand for electric vehicles and our electric vehicles revenue
growth; potential disruptions in the global economy caused by wars
or other geopolitical conflicts; the ability to identify targets
and consummate acquisitions on acceptable terms; failure to realize
the expected benefits of acquisitions on a timely basis; the
possibility that our 2023 tax-free spin-off of our former Fuel
Systems and Aftermarket segments into a separate publicly traded
company will not achieve its intended benefits; the failure to
promptly and effectively integrate acquired businesses; the
potential for unknown or inestimable liabilities relating to the
acquired businesses; our dependence on automotive and truck
production, which is highly cyclical and subject to disruptions;
our reliance on major OEM customers; impacts of any future strikes
involving any of our OEM customers and any actions such OEM
customers take in response; fluctuations in interest rates and
foreign currency exchange rates; our 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, or governmental
investigations, including related litigation; future changes in
laws and regulations, including, by way of example, taxes and
tariffs, in the countries in which we operate; impacts from any
potential future acquisition or disposition transactions; and the
other risks noted in reports that we file with the SEC, including
Item 1A, "Risk Factors," in our most recently filed Annual Report
on Form 10-K and/or Quarterly Report on Form 10-Q. We do not
undertake any obligation to update or announce publicly any updates
to or revisions to any of the forward-looking statements in this
release to reflect any change in our expectations or any change in
events, conditions, circumstances, or assumptions underlying the
statements.
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SOURCE BorgWarner