PALM
BEACH GARDENS, Fla., Nov. 15,
2023 /PRNewswire/ -- Carrier Global Corporation
(NYSE: CARR) ("Carrier" or the "Company"), global leader in
intelligent climate and energy solutions, today announced that it
has priced the private offerings of an aggregate principal amount
of $3,000,000,000 of USD-denominated
notes (the "USD Notes") and €2,350,000,000 aggregate principal
amount of euro-denominated notes (the "Euro Notes", and together
with the USD Notes, the "Notes"). The USD Notes consist of
$1,000,000,000 aggregate principal
amount of 5.800% notes due 2025, $1,000,000,000 aggregate principal amount of
5.900% notes due 2034 and $1,000,000,000 aggregate principal amount of
6.200% notes due 2054. The Euro Notes consist of €750,000,000
aggregate principal amount of 4.375% notes due 2025, €750,000,000
aggregate principal amount of 4.125% notes due 2028 and
€850,000,000 aggregate principal amount of 4.500% notes due 2032.
The offering of the Euro Notes is expected to close on November 29, 2023 and the offering of the USD
Notes is expected to close on November 30,
2023, both subject to customary closing conditions. The
offerings are not conditioned on each other.
The Company intends to use the net proceeds from the offering
and sale of the Notes, together with cash on hand and borrowings
under the Company's existing term loan credit facilities and bridge
facility to fund the cash portion of the consideration for the
Company's previously announced acquisition of the climate solutions
business of Viessmann Group GmbH & Co. KG (the "Acquisition")
and to pay fees and expenses in connection with the Acquisition.
The Notes will be subject to a special mandatory redemption if the
Acquisition is not consummated by October
25, 2024.
The Notes are being offered only to persons reasonably believed
to be qualified institutional buyers in reliance on Rule 144A under
the Securities Act of 1933, as amended (the "Securities Act"), and
outside the United States, to
persons other than "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 the securities laws of any
other jurisdiction, and may not be offered or sold in the United States without registration or an
applicable exemption from the registration requirements of the
Securities Act and applicable state laws. The Company will file
with the Securities and Exchange Commission an exchange
registration statement with respect to an exchange offer for the
Notes or a shelf registration statement for the resale of the
Notes.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy the Notes or any other securities
and shall not constitute an offer, solicitation or sale in any
jurisdiction in which such offer, solicitation or sale would be
unlawful.
About Carrier
Carrier Global Corporation, global
leader in intelligent climate and energy solutions, is committed to
creating solutions that matter for people and our planet for
generations to come. From the beginning, we've led in inventing new
technologies and entirely new industries. Today, we continue to
lead because we have a world-class, diverse workforce that puts the
customer at the center of everything we do.
Cautionary Statement:
This communication contains statements which, to the extent they
are not statements of historical or present fact, constitute
"forward-looking statements" under the securities laws. These
forward-looking statements are intended to provide management's
current expectations or plans for Carrier's future operating and
financial performance, based on assumptions currently believed to
be valid. Forward-looking statements can be identified by the use
of words such as "believe," "expect," "expectations," "plans,"
"strategy," "prospects," "estimate," "project," "target,"
"anticipate," "will," "should," "see," "guidance," "outlook,"
"confident," "scenario" and other words of similar meaning in
connection with a discussion of future operating or financial
performance. Forward-looking statements may include, among other
things, statements relating to the proposed offering of the Notes,
statements relating to the Acquisition, future sales, earnings,
cash flow, results of operations, uses of cash, share repurchases,
tax rates and other measures of financial performance or potential
future plans, strategies or transactions of Carrier, Carrier's
plans with respect to its indebtedness and other statements that
are not historical facts. All forward-looking statements involve
risks, uncertainties and other factors that may cause actual
results to differ materially from those expressed or implied in the
forward-looking statements. For additional information on
identifying factors that may cause actual results to vary
materially from those stated in forward-looking statements, see
Carrier's reports on Forms 10-K, 10-Q and 8-K filed with or
furnished to the U.S. Securities and Exchange Commission from time
to time. Any forward-looking statement speaks only as of the date
on which it is made, and Carrier assumes no obligation to update or
revise such statement, whether as a result of new information,
future events or otherwise, except as required by applicable
law.
CARR-IR
Contact:
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Investor
Relations
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Sam Pearlstein
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561-365-2251
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Sam.Pearlstein@Carrier.com
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Media
Inquiries
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Jason Shockley
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561-542-0207
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Jason.Shockley@Carrier.com
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SOURCE Carrier Global Corporation