ESAB Corporation Announces Offering of Senior Notes
March 25 2024 - 8:07AM
Business Wire
ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a
focused premier industrial compounder, announced today that it
intends to offer senior notes in an aggregate principal amount of
$600 million maturing in 2029 (the “Notes”), subject to market
conditions. ESAB intends to use the net proceeds from the sale of
the Notes to repay the outstanding borrowings under its senior term
loan A-3 facility, with the remainder to be used for general
corporate purposes. The Notes will be guaranteed (the “Guarantees”)
by certain of ESAB’s domestic subsidiaries.
The Notes and the related Guarantees have not been, and will not
be, registered under the Securities Act of 1933, as amended (the
“Securities Act”), or the securities laws of any other
jurisdiction. As a result, the Notes and the related Guarantees may
not be offered or sold within the United States to or for the
account or benefit of any U.S. person unless the offer or sale
would qualify for a registration exemption under the Securities Act
and applicable state securities laws. Accordingly, the Notes and
the related Guarantees are being offered only to a limited number
of U.S. investors that ESAB reasonably believes to be qualified
institutional buyers in accordance with Rule 144A under the
Securities Act, and to certain persons outside the United States in
accordance with Regulation S under the Securities Act.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any securities, nor shall there be
any sale of the Notes or the related Guarantees in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction. This press
release contains information about the pending offering of the
Notes, and there can be no assurance that the offering will be
completed.
About ESAB Corporation
Founded in 1904, ESAB Corporation (NYSE: ESAB) is a focused
premier industrial compounder. The Company’s rich history of
innovative products, workflow solutions and business system ESAB
Business Excellence, enables its purpose of Shaping the World We
ImagineTM. ESAB Corporation is based in North Bethesda, Maryland
and employs approximately 9,000 associates and serves customers in
approximately 150 countries.
CAUTIONARY NOTE CONCERNING FORWARD LOOKING STATEMENTS
This press release includes forward-looking statements,
including forward-looking statements within the meaning of the U.S.
Private Securities Litigation Reform Act of 1995. Such
forward-looking statements include, but are not limited to,
statements concerning the completion and timing of the offering of
the Notes and the use of the net proceeds therefrom, and other
statements that are not historical or current fact. Forward-looking
statements are based on the Company’s current expectations and
involve risks and uncertainties that could cause actual results to
differ materially from those expressed or implied in such
forward-looking statements, including general risks and
uncertainties such as market conditions, economic conditions,
geopolitical events, changes in laws, regulations or accounting
rules, fluctuations in interest rates, terrorism, wars or
conflicts, major health concerns, natural disasters or other
disruptions of expected business conditions. Factors that could
cause the Company’s results to differ materially from current
expectations include, but are not limited to, risks related to the
Company’s ability to operate as a stand-alone public company; the
Company’s ability to achieve the intended benefits from the
Company’s separation from Enovis Corporation; the impact of the war
in Ukraine and escalating geopolitical tensions; impact of supply
chain disruptions; the impact on creditworthiness and financial
viability of customers; other impacts on the Company’s business and
ability to execute business continuity plans; and the other factors
detailed in the Company’s Annual Report on Form 10-K for the year
ended December 31, 2023 filed with the U.S. Securities and Exchange
Commission (“SEC”) on February 29, 2024, as well as other risks
discussed in the Company’s filings with the SEC. In addition, these
statements are based on assumptions that are subject to change.
This press release speaks only as of the date hereof. The Company
disclaims any duty to update the information herein.
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version on businesswire.com: https://www.businesswire.com/news/home/20240324538444/en/
Investor Relations Contact Mark Barbalato Vice President,
Investor Relations E-mail: investorrelations@esab.com
Phone: 1-301-323-9098
Media Contact Tilea Coleman Vice President, Corporate
Communications E-mail: mediarelations@esab.com Phone:
1-301-323-9092
ESAB (NYSE:ESAB)
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