RPM Announces Completion of Redemption of Its 2.25% Convertible Senior Notes Due 2020
November 27 2018 - 4:15PM
Business Wire
RPM International Inc. (NYSE: RPM) announced today that it has
completed its previously announced redemption of all of its
outstanding 2.25% Convertible Senior Notes due 2020 (CUSIP No.
749685 AT0) (the “Notes”) on November 27, 2018 (the “Redemption
Date”).
In connection with the redemption, holders of $204,554,000
aggregate principal amount of Notes converted their Notes in
accordance with the terms and conditions of the Notes. In
settlement of those conversions, RPM paid an aggregate of
approximately $204,625,000 in cash, including cash in lieu of
fractional shares, and issued 598,601 shares of its common stock in
the aggregate.
RPM redeemed the remaining $446,000 aggregate principal amount
of outstanding Notes in accordance with its notice of redemption
dated September 25, 2018. RPM paid to the registered holders of the
Notes that were redeemed an aggregate of approximately $450,000,
including accrued and unpaid interest thereon to, but excluding,
the Redemption Date. No Notes remain outstanding following the
conversions and the redemption described in this press release.
RPM Chairman and Chief Executive Officer Frank C. Sullivan
commented, “As a result of our recent stock price performance, we
met the criteria to redeem these bonds early. By utilizing mostly
cash to settle the conversions, we are pleased that, from a diluted
EPS perspective, approximately 3.3 million shares are removed from
our EPS calculation. Additionally, the redemption and resulting
conversions are neutral to our current debt metrics. We will
provide more information regarding our future capital allocation at
tomorrow’s Investor Day.”
About RPM
RPM International Inc. owns subsidiaries that are world leaders
in specialty coatings, sealants, building materials and related
services across three segments. RPM’s industrial products include
roofing systems, sealants, corrosion control coatings, flooring
coatings and other construction chemicals. Industrial companies
include Stonhard, Tremco, illbruck, Carboline,
Flowcrete, Euclid Chemical and RPM
Belgium Vandex. RPM's consumer products are used by professionals
and do-it-yourselfers for home maintenance and improvement and by
hobbyists. Consumer brands include Rust-Oleum, DAP, Zinsser,
Varathane and Testors. RPM’s specialty products include industrial
cleaners, colorants, exterior finishes, specialty OEM coatings,
edible coatings, restoration services equipment and specialty
glazes for the pharmaceutical and food industries. Specialty
segment companies include Day-Glo, Dryvit, RPM Wood Finishes,
Mantrose-Haeuser, Legend Brands, Kop-Coat and TCI. Additional
details can be found at www.rpminc.com and by following RPM on
Twitter at www.twitter.com/RPMintl.
For more information, contact Russell L. Gordon, vice president
and chief financial officer, at 330-273-5090 or
rgordon@rpminc.com.
This press release contains “forward-looking
statements” relating to our business. These forward-looking
statements, or other statements made by us, are made based on our
expectations and beliefs concerning future events impacting us, and
are subject to uncertainties and factors (including those specified
below) which are difficult to predict and, in many instances, are
beyond our control. As a result, our actual results could differ
materially from those expressed in or implied by any such
forward-looking statements. These uncertainties and factors include
(a) global markets and general economic conditions, including
uncertainties surrounding the volatility in financial markets, the
availability of capital and the effect of changes in interest
rates, and the viability of banks and other financial institutions;
(b) the prices, supply and capacity of raw materials, including
assorted pigments, resins, solvents and other natural gas- and
oil-based materials; packaging, including plastic containers; and
transportation services, including fuel surcharges; (c) continued
growth in demand for our products; (d) legal, environmental and
litigation risks inherent in our construction and chemicals
businesses and risks related to the adequacy of our insurance
coverage for such matters; (e) the effect of changes in interest
rates; (f) the effect of fluctuations in currency exchange rates
upon our foreign operations; (g) the effect of non-currency risks
of investing in and conducting operations in foreign countries,
including those relating to domestic and international political,
social, economic and regulatory factors; (h) risks and
uncertainties associated with our ongoing acquisition and
divestiture activities; (i) risks related to the adequacy of our
contingent liability reserves; and (j) other risks detailed in our
filings with the Securities and Exchange Commission, including the
risk factors set forth in our Annual Report on Form 10-K for the
year ended May 31, 2018, as the same may be updated from time to
time. We do not undertake any obligation to publicly update or
revise any forward-looking statements to reflect future events,
information or circumstances that arise after the date of this
release.
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version on businesswire.com: https://www.businesswire.com/news/home/20181127005830/en/
Russell L. GordonVice President and Chief Financial
Officer330-273-5090rgordon@rpminc.com
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