BorgWarner Inc. (“BorgWarner”) today announced that it priced a public offering of $1.1 billion aggregate principal amount of its 2.650% Senior Notes due 2027 (the “Notes”). The offering is expected to close on June 19, 2020, subject to customary closing conditions.
BorgWarner expects to use the net proceeds from the offering to redeem and/or repurchase $250 million in aggregate principal amount of its outstanding 4.625% Senior Notes due September 15, 2020 and, upon the successful consummation of BorgWarner’s previously announced proposed acquisition (the “Acquisition”) of Delphi Technologies PLC (“Delphi Technologies”), to repay certain amounts outstanding under the $1.25 billion senior secured credit facility of Delphi Technologies, with any remaining net proceeds being used for general corporate purposes.
The offering is not conditioned upon the consummation of the Acquisition, which remains pending. However, if the Acquisition is not consummated on or prior to April 28, 2021 or the Transaction Agreement, dated January 28, 2020, as amended on May 6, 2020, by and between BorgWarner and Delphi Technologies relating to the Acquisition is terminated on or prior to April 28, 2021 (without replacement thereof), then BorgWarner will be required to redeem all of the outstanding Notes at a redemption price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest to, but excluding, the special mandatory redemption date.
BofA Securities, Inc., Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. are serving as joint book-running managers for the offering.
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SOURCE: BorgWarner
