EULESS, Texas, Sept. 9, 2020 /PRNewswire/ -- U.S. Concrete,
Inc. (NASDAQ: USCR) (the "Company" or "U.S. Concrete") announced
today that it has priced a private offering of $400 million aggregate principal amount of its
5.125% senior notes due 2029 (the "Notes"), which represents an
increase of $100 million from the
aggregate principal amount previously announced, at an issue price
of 100% of the aggregate principal amount of the Notes. The Notes
will mature on March 1, 2029, unless
redeemed in accordance with their terms prior to such date. The
offering of the Notes is expected to close on September 23, 2020, subject to customary closing
conditions.
The Notes will be guaranteed on a senior unsecured basis by each
of the Company's restricted subsidiaries that guarantees any of the
Company's indebtedness or indebtedness of any restricted subsidiary
(other than a foreign subsidiary or domestic subsidiary thereof
that guarantees only indebtedness incurred by a foreign subsidiary
or domestic subsidiary thereof).
The Company intends to use the net proceeds from this offering,
together with available borrowings under the Company's senior
secured asset-based revolving credit facility, to redeem
$400 million of the Company's
$600 million aggregate principal
amount of 6.375% senior unsecured notes due 2024, which represents
an increase of $100 million in the
redemption amount previously announced, and to pay fees and
expenses related to the foregoing.
The Notes are being offered and sold only to persons reasonably
believed to be qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the "Securities
Act"), and outside the United
States to certain non-U.S. persons in compliance with
Regulation S under the Securities Act.
The Notes have not been and 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 under the Securities Act or an applicable
exemption from the registration requirements of the Securities
Act.
This press release shall not constitute a notice of redemption
under the optional redemption provisions of the indenture (and
supplements thereto) governing the Company's 6.375% senior
unsecured notes due 2024. This press release shall not constitute
an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of these securities in any state 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 U.S. CONCRETE
U.S. Concrete, Inc. (NASDAQ: USCR) is a leading supplier of
aggregates and concrete for infrastructure, residential and
commercial projects across the country. The Company holds
leading market positions in the high-growth metropolitan markets of
Dallas/Fort Worth, San Francisco, New
York City, Philadelphia,
and Washington, D.C., and its
materials have been used in some of the most complex and highly
specialized construction projects of the last decade. U.S.
Concrete has continued to grow organically and through a series of
strategic acquisitions of independent producers in its target
markets.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
Certain statements and information provided in this press
release are "forward-looking statements" within the meaning of
Section 27A of the Securities Act and Section 21E of the Securities
Exchange Act of 1934. These forward-looking statements include,
without limitation, statements concerning plans, objectives, goals,
projections, strategies, future events or performance, and
underlying assumptions and other statements, which are not
statements of historical facts. In some cases, you can identify
forward-looking statements by terminology such as "may," "will,"
"intend," "should," "expect," "plan," "anticipate," "believe,"
"estimate," "outlook," "predict," "potential" or "continue," the
negative of such terms or other comparable terminology. These
forward-looking statements, which are subject to risks,
uncertainties and assumptions about us, may include projections of
our future financial performance, our anticipated growth strategies
and anticipated trends in our business. These statements are
predictions based on our current expectations and projections about
future events which we believe are reasonable. Actual events or
results may differ materially.
By their nature, forward-looking statements involve risks and
uncertainties because they relate to events and depend on
circumstances that may or may not occur in the future. We believe
that these risks and uncertainties include, but are not limited to:
general economic and business conditions, which will, among other
things, affect demand for residential and commercial construction;
our ability to successfully implement our operating strategy; our
ability to successfully identify, manage, and integrate
acquisitions; governmental requirements and initiatives, including
those related to mortgage lending, financing or deductions, funding
for public or infrastructure construction, land usage, and
environmental, health, and safety matters; seasonal and inclement
weather conditions, which impede the installation of ready-mixed
concrete; the cyclical nature of, and changes in, the real estate
and construction markets, including pricing changes by our
competitors; our ability to maintain favorable relationships with
third parties who supply us with equipment and essential supplies;
our ability to retain key personnel and maintain satisfactory labor
relations; disruptions, uncertainties or volatility in the credit
markets that may limit our, our suppliers' and our customers'
access to capital; product liability, property damage, results of
litigation and other claims and insurance coverage issues; our
substantial indebtedness and the restrictions imposed on us by the
terms of our indebtedness; the effects of currency fluctuations on
our results of operations and financial condition; the length and
severity of the novel coronavirus ("COVID-19") pandemic; the pace
of recovery following the COVID-19 pandemic; our ability to
implement cost containment strategies; and the adverse effects of
COVID-19 on our business, the economy and the markets we serve.
Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee
future results, levels of activity, performance or achievements.
Moreover, neither we nor any other person assumes responsibility
for the accuracy and completeness of the forward-looking
statements. All written and oral forward-looking statements made in
connection with this press release that are attributable to us or
persons acting on our behalf are expressly qualified in their
entirety by the "Risk Factors" in our Annual Report on Form 10-K
and our Quarterly Reports on Form 10-Q filed with the Securities
and Exchange Commission. We are under no duty to update any
of the forward-looking statements after the date of this press
release to conform such statements to actual results or to changes
in our expectations, except as required by federal securities
laws. There can be no assurance that other factors will not
affect the accuracy of these forward-looking statements or that our
actual results will not differ materially from the results
anticipated in such forward-looking statements. Unpredictable or
unknown factors we have not discussed in this press release also
could have material effects on actual results or matters that are
the subject of our forward-looking statements. We undertake no
obligation to, and do not intend to, update our description of
important factors each time a potential important factor
arises.
Company Contact Information:
U.S. Concrete, Inc. Investor Relations
844-828-4774
IR@us-concrete.com
Media Contact:
Media@us-concrete.com
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SOURCE U.S. Concrete, Inc.