Wabtec Announces Pricing of Senior Notes Offering
26 Février 2024 - 11:33PM
Business Wire
Wabtec Corporation (NYSE: WAB) (“Wabtec”) today announced that
it has priced a public offering of $500 million aggregate principal
amount of 5.611% Senior Notes due 2034 (the “Notes”). The Notes
will be guaranteed by each of Wabtec’s current and future
subsidiaries that guarantee its indebtedness under its credit
agreements or any other debt of Wabtec or any other guarantor.
The Notes will pay interest semi-annually in arrears. The Notes
will mature on March 11, 2034, unless earlier redeemed or
repurchased. Wabtec intends to use the net proceeds from the
offering, together with cash on hand and/or borrowings under a new
credit agreement expected to be entered into by Wabtec concurrently
with the closing of the sale of the Notes (the “2024 Credit
Agreement”), to repay all of its outstanding 4.15% Senior Notes due
2024 at maturity (the “2024 Notes”), which is scheduled to occur on
March 15, 2024.
The sale of the Notes is expected, subject to customary closing
conditions, to close on March 11, 2024. The sale of the Notes is
not conditioned upon the entry into or funding of the 2024 Credit
Agreement.
Citigroup Global Markets Inc., J.P. Morgan Securities LLC, PNC
Capital Markets LLC and TD Securities (USA) LLC are acting as joint
book-running managers for the offering.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any of the Notes, nor shall there
be any sale of the Notes in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction.
The offering is being made under an automatic shelf registration
statement on Form S-3 (333-275386) filed with the Securities and
Exchange Commission (“SEC”) on November 8, 2023. The offering may
be made only by means of a prospectus and related prospectus
supplement. Before you invest, you should read the registration
statement, including the prospectus, and prospectus supplement, and
other documents Wabtec has filed with the SEC for more complete
information about Wabtec and this offering. You may get these
documents for free by visiting EDGAR on the SEC's website at
http://www.sec.gov. Alternatively, to obtain a copy of the
prospectus and the prospectus supplement for this offering, please
contact Citigroup Global Markets Inc. toll-free at 800-831-9146,
J.P. Morgan Securities LLC collect at 212-834-4533, PNC Capital
Markets LLC toll-free at 855-881-0697 or TD Securities (USA) LLC
toll-free at 855-495-9846.
About Wabtec
Wabtec Corporation (NYSE: WAB) is revolutionizing the way the
world moves for future generations. The company is a leading global
provider of equipment, systems, digital solutions and value-added
services for the freight and transit rail industries, as well as
the mining, marine and industrial markets. Wabtec has been a leader
in the rail industry for over 150 years and has a vision to achieve
a zero-emission rail system in the U.S. and worldwide.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
This press release contains “forward-looking” statements as that
term is defined in Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended by the Private Securities Litigation Reform Act of 1995.
All statements, other than historical facts, including statements
regarding Wabtec’s offering of the Notes, the use of proceeds
therefrom, Wabtec’s planned repayment of the 2024 Notes, Wabtec’s
planned entry into the 2024 Credit Agreement, and any assumptions
underlying any of the foregoing, are forward-looking statements.
Forward-looking statements concern future circumstances and results
and other statements that are not historical facts and are
sometimes identified by the words “may,” “will,” “should,”
“potential,” “intend,” “expect,” “endeavor,” “seek,” “anticipate,”
“estimate,” “overestimate,” “underestimate,” “believe,” “could,”
“project,” “predict,” “continue,” “target” or other similar words
or expressions. Forward-looking statements are based upon current
plans, estimates and expectations that are subject to risks,
uncertainties and assumptions. Should one or more of these risks or
uncertainties materialize, or should underlying assumptions prove
incorrect, actual results may vary materially from those indicated
or anticipated by such forward-looking statements. The inclusion of
such statements should not be regarded as a representation that
such plans, estimates or expectations will be achieved. Further
information on the risk factors that may affect Wabtec’s business
and financial performance is as detailed from time to time in
Wabtec’s reports filed with the SEC, including Wabtec’s annual
report on Form 10-K, periodic quarterly reports on Form 10-Q,
current reports on Form 8-K and other documents filed with the SEC.
The foregoing list of important factors is not exclusive. Wabtec
may not close the sale of the Notes and, if the sale of the Notes
closes, cannot provide any assurances regarding its final terms,
may not enter into the 2024 Credit Agreement and / or may not repay
all of any of the 2024 Notes. Any forward-looking statements in
this press release speak only as of the date of this press release.
Wabtec does not undertake any obligation to update any
forward-looking statements, whether as a result of new information
or development, future events or otherwise, except as required by
law. Readers are cautioned not to place undue reliance on any of
these forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20240226093192/en/
Wabtec Investor Contact Kristine Kubacki, CFA
412-450-2033 Kristine.Kubacki@wabtec.com
Wabtec Media Contact Tim Bader 682-319-7925
Tim.Bader@wabtec.com
Wabtec (NYSE:WAB)
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