Pricing of Second Priority Senior Secured Notes

RNS Number : 5817G

Ashtead Group PLC

02 July 2012

 



ASHTEAD GROUP PLC

PRICING OF $500M OF SECOND PRIORITY SENIOR SECURED NOTES

Further to the announcement regarding the notes offering issued on 29 June 2012, Ashtead Group plc ("Ashtead" or the "Company") announces the pricing of the offering of $500 million aggregate principal amount of second priority senior secured notes due 2022 (the "Notes") by Ashtead Capital, Inc. ("Ashtead Capital"), an indirect wholly owned subsidiary of Ashtead, at 6.50%. The issue price is 100.00% of the principal amount of the Notes. The offering is expected to close on July 16, 2012, subject to customary closing conditions.

Ashtead's chief executive, Geoff Drabble, commented:

"We are delighted with the support our new offering has commanded from investors.  When closed, the new offering will extend our debt maturities to 6 years on average, lower our interest cost and provide us with a very sound platform on which to execute our growth strategies."

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1.   The Notes will be fully and unconditionally guaranteed on a senior secured basis by Ashtead and certain of Ashtead's direct and indirect subsidiaries.

2.   Ashtead Capital intends to use the net proceeds of the offering, along with borrowings under Ashtead's first priority senior secured credit facility, to acquire all of Ashtead Capital's outstanding 9% senior secured notes (of which approximately $550 million in principal amount is outstanding) pursuant to a cash tender offer commenced today. The closing of the offering is not conditioned on consummation of the tender offer.

3.   The Notes are being offered in the United States only to qualified institutional buyers pursuant to the exemption from registration under Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and outside the United States only to non-U.S. investors pursuant to Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or any state securities laws and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.

4.   This release shall not constitute an offer to sell or a solicitation of an offer to purchase the securities described herein or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.

5.   Cautionary Statement Regarding Forward-Looking Information:   This release includes forward-looking statements. These statements relate to our future prospects, developments and business strategies. These forward-looking statements are identified by their use of terms and phrases such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "predict," "project," "will" and similar terms and phrases, including references to assumptions. These forward-looking statements include all matters that are not historical facts, including the statements concerning completion of the offering of the Notes and application of the net proceeds therefrom. Forward-looking statements are not guarantees of future performance and actual results may differ significantly from those predicted or suggested by the forward-looking statements contained in this release. The information contained in this release is subject to change without notice and the Company assumes no responsibility or obligation to update publicly or review any of the forward-looking statements contained herein.

6.   This communication is directed only to persons who (i) are persons falling within Article 19(5) ("Investment professional") of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Financial Promotion Order"), (ii) are persons falling within Article 49(2)(a) to (d) ("High net worth companies, unincorporated associations, etc.") of the Financial Promotion Order, (iii) are outside the United Kingdom, (iv) are persons falling within Article 43(2) of the Financial Promotion Order ("Members and creditors of certain bodies corporate"), or (v) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any Securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons").  This communication is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons.  Any investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons.

7.   FSA/Stabilisation

Enquiries:

Geoff Drabble              Chief executive                     )

                                                                               )    [phone]

Suzanne Wood              Finance director designate    )

Brian Hudspith              Maitland                                    [phone]

 

END

 

 

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