ST. LOUIS, September 16, 2020 / PRNewswire / – Energizer Holdings, Inc. (NYSE: ENR) (the “Company”) today announced the price, September 16, 2020, of a $ 800 million offering of 4.375% Senior Notes due 2029 (the “Notes”). The Notes are valued at 100.0% of their principal amount. The Notes will be guaranteed, jointly and severally, on an unsecured basis, by certain of the Company’s restricted domestic subsidiaries.
The Company intends to use the net proceeds of the offering of the Notes, together with cash on hand, to (i) fund the conditional redemption in order to fully redeem the Notes. $ 750 million the aggregate principal amount of the Company’s 6.375% Senior Notes outstanding due 2026 (the “Redemption of the 2026 Notes”) and (ii) pay the fees and expenses relating to the redemption of the 2026 Notes and the offering of the Notes. Pending use of the net proceeds for the purposes set out in this paragraph, the Company intends to deposit such net proceeds into a separate interest-bearing bank account maintained by the Company. The ticket offer is expected to close on or around September 30, 2020, subject to satisfaction of the applicable conditions.
The Notes and related collateral are offered for sale to qualified institutional purchasers as part of an offer of Exempt Notes from registration in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act “), And to non-American people outside United States in accordance with regulation S of the Securities Act.
The Notes and related collateral have not been registered under any securities law or any state securities law and, unless registered, may not be offered or sold in United States except pursuant to an exemption or in connection with a transaction not subject to the registration requirements of the Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities and does not constitute an offer, solicitation or sale in any jurisdiction where such offer, solicitation or sale would be illegal. This press release is issued in accordance with and in accordance with Rule 135c of the Securities Act.
About Energizer Holdings, Inc.
Energizer Holdings, Inc. (NYSE: ENR), headquartered at Saint Louis, Missouri, is one of the world’s largest manufacturers and distributors of primary batteries, portable lamps, and automotive appearance, performance, coolant and fragrance products. Our portfolio of globally recognized brands includes Energizer®, Armor All®, Eveready®, Rayovac®, STP®, Varta®, A / C Pro®, Refresh Your Car! ®, California Scents®, Driven®, Bahama & Co. ®, LEXOL®, Eagle One®, Nu Finish®, Scratch Doctor® and Tuff Stuff®. As a global branded consumer products company, Energizer’s mission is to lead the charge to deliver value to our customers and consumers better than anyone else.
This document contains both historical and forward-looking statements. Forward-looking statements are not based on historical facts but rather reflect our expectations, estimates or projections regarding future results or events, including, without limitation, future sales, gross margins, costs, profits, Company cash flows, tax rates and performance. These statements can generally be identified by the use of forward-looking words or phrases such as “believe”, “expect”, “expect”, “anticipate”, “may”, “might”, “have l ‘intention “,” believe “,” estimate “,” plan “,” target “,” predict “,” likely “,” should “,” forecast “,” outlook “or other similar words or expressions. These statements are not guarantees of performance and are inherently subject to known and unknown risks, uncertainties and assumptions which are difficult to predict and could cause our actual results to differ materially from those indicated by such statements. We cannot guarantee that any of our expectations, estimates or projections will be realized. The forward-looking statements included in this document are made only as of the date of this document and we disclaim any obligation to publicly update any forward-looking statement to reflect subsequent events or circumstances. Many factors could cause our actual results and events to differ materially from those expressed or implied in the forward-looking statements, including, without limitation:
- market and economic conditions;
- market trends in the categories in which we compete;
- the impact of the COVID-19 outbreak on consumer demand, costs, product mix, product availability, strategic initiatives, our global supply chain and that of our partners, operations and marketing routes;
- our ability to integrate the businesses, achieve the projected results of the acquired businesses and achieve the expected cost savings, synergies and other benefits of the acquired businesses on time, or not at all;
- the impact of acquired businesses on our business operations;
- the success of new products and the ability to continuously develop and market new products;
- our ability to attract, retain and improve distribution with key customers;
- our ability to continue scheduled advertising and other promotional expenses;
- our ability to execute strategic initiatives, including restructurings and international go-to-market changes in a timely manner that will positively impact our financial condition and results of operations and not disrupt our business operations ;
- the impact of strategic initiatives, including restructuring, on our relations with employees, customers and suppliers;
- our ability to maintain and improve our market share in the categories in which we operate despite increased competitive pressure;
- the financial strength of distributors and suppliers;
- our ability to improve operations and achieve cost savings;
- the impact of United Kingdom future trade relations after leaving the European Union;
- the impact of exchange rates and exchange controls, as well as the netting of hedges;
- the impact of adverse or unforeseen weather conditions;
- uncertainty associated with the planned elimination of LIBOR and a switch to any other benchmark interest rate;
- the impact of raw materials and other commodity costs;
- the impact of legislative changes or regulatory decisions or changes by federal, state and local and foreign authorities, including customs and tariff rulings, as well as the impact of potential changes in tax laws, policies and regulations;
- costs and reputational damage associated with cyber attacks or information security breaches or other events;
- the impact of advertising and product liability claims and other litigation; and
- compliance with covenants and maintenance of credit ratings; and the impact of the repayment of interest and principal on our current and future debt.
In addition, other risks and uncertainties which are not currently known to us or which we consider to be negligible could affect the accuracy of these forward-looking statements. The above list of factors is illustrative, but not exhaustive. All forward-looking statements should be evaluated taking into account their inherent uncertainty. Additional risks and uncertainties include those detailed from time to time in our publicly filed documents, including those described under the heading “Risk Factors” of our Form 10-K filed with the Securities and Exchange Commission (the “Commission”). sure November 19, 2019 and our Form 10-Q filed with the Commission on Aug 5, 2020.
SOURCE Energizer Holdings, Inc.