Great Lakes Dredge & Dock Corporation Announces Pricing of Senior Notes
May 12 2021 - 4:05PM
Great Lakes Dredge & Dock Corporation (NASDAQ: GLDD) (“Great
Lakes” or the “Company”) announced today that it has agreed to sell
$325 million aggregate principal amount of its unsecured 5.25%
Senior Notes due 2029 (the “2029 Notes”) pursuant to its
previously-announced private offering.
The 2029 Notes were priced to investors at par
and will mature on June 1, 2029. Each of the Company’s existing and
future wholly-owned domestic subsidiaries that are co-borrowers or
guarantors under its senior secured revolving credit agreement will
guarantee the 2029 Notes.
Great Lakes intends to use the net proceeds from
the offering, together with cash on hand, to redeem all $325
million aggregate principal amount of its outstanding 8.000% Senior
Notes due 2022. The offering is expected to be completed on May 25,
2021, subject to the satisfaction or waiver of customary closing
conditions.
The 2029 Notes will not be registered under the
Securities Act of 1933, as amended (the “Securities Act”), or any
state securities laws in the United States and may not be offered
or sold in the United States absent registration or an exemption
from the applicable registration requirements. Accordingly, the
2029 Notes are being offered and sold only to persons reasonably
believed to be qualified institutional buyers in accordance with
Rule 144A promulgated under the Securities Act and
to non-U.S. persons outside the United States in
accordance with Regulation S promulgated under the Securities
Act. Holders of the 2029 Notes will not have registration
rights.
This press release does not constitute an offer
to sell, or a solicitation of an offer to buy, the 2029 Notes, nor
will there be any sale of the 2029 Notes in any jurisdiction in
which such offer, solicitation or sale would be unlawful. This
press release does not constitute a notice of redemption with
respect to any of the Company’s outstanding senior notes.
The Company
Great Lakes is the largest provider of dredging
services in the United States. In addition, the Company has a long
history of performing significant international projects. The
Company employs experienced civil, ocean and mechanical engineering
staff in its estimating, production and project management
functions. In its over 130-year history, the Company has never
failed to complete a marine project. Great Lakes owns and operates
the largest and most diverse fleet in the U.S. dredging industry,
comprised of over 200 specialized vessels. Great Lakes has a
disciplined training program for engineers that ensures
experienced-based performance as they advance through Company
operations. The Company’s Incident & Injury Free® (IIF®) safety
management program is integrated into all aspects of the Company’s
culture. The Company’s commitment to the IIF® culture promotes a
work environment where employee safety is paramount.
Cautionary Note Regarding
Forward-Looking Statements
Except for historical and factual information,
the matters set forth in this release and other of our oral or
written statements identified by words such as “intends,” “plans,”
“expects,” “anticipates,” “believes” and “will” and similar
expressions are forward-looking statements within the meaning of
the federal securities laws. Such forward-looking statements
involve known and unknown risks, uncertainties and other important
factors that could cause the actual results, performance or
achievements of Great Lakes and its subsidiaries, or industry
results, to differ materially from any future results, performance
or achievements expressed or implied by such forward-looking
statements. These cautionary statements are being made with the
intention of obtaining the benefits of the “safe harbor” provisions
of the federal securities laws. Great Lakes cautions investors that
any forward-looking statements made by Great Lakes are not
guarantees or indicative of future performance. Important
assumptions and other important factors that could cause actual
results to differ materially from those forward-looking statements
with respect to Great Lakes, include, but are not limited
to: our failure to satisfy the conditions to the initial
purchasers’ obligation to consummate the offering; corporate
developments that could preclude, impair or delay the
above-described transactions due to restrictions under the federal
securities laws; changes in the Company’s credit ratings; changes
in the cash requirements, financial position, financing plans or
investment plans of the Company or its affiliates; changes in
general market, economic, tax, regulatory or industry conditions
that impact the ability or willingness of the Company or its
affiliates to consummate the above-described transactions on the
terms described above or at all; and other risks referenced from
time to time in the filings of the Company with the SEC.
Although Great Lakes believes that its plans,
intentions and expectations reflected in or suggested by such
forward-looking statements are reasonable, actual results could
differ materially from a projection or assumption in any
forward-looking statements. Great Lakes’ future financial condition
and results of operations, as well as any forward-looking
statements, are subject to change and inherent risks and
uncertainties. The forward-looking statements contained in this
press release are made only as of the date hereof and Great Lakes
does not have or undertake any obligation to publicly update or
revise any forward-looking statements whether as a result of new
information, subsequent events or otherwise, unless otherwise
required by law.
For further information
contact: Tina Baginskis Director,
Investor Relations 630-574-3024
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