Alta Equipment Group Announces Proposed Private Offering of $500 Million of Senior Secured Second Lien Notes
20 Mayo 2024 - 6:35AM
Alta Equipment Group Inc. (NYSE: ALTG) (“Alta” or the “Company”),
today announced that it intends to offer, subject to market and
other conditions, $500 million in aggregate principal amount of its
senior secured second lien notes due 2029 in a private offering
(the “offering”) that is exempt from the registration requirements
of the Securities Act of 1933, as amended (the “Securities Act”).
The notes will be guaranteed by all of the Company’s domestic
subsidiaries and will be secured by a second lien on substantially
all of the assets of the Company and its domestic subsidiaries.
Concurrent with the closing of the offering, the Company expects to
amend and extend its existing $485 million senior secured
asset-based revolving credit facility due 2026 (the “Existing ABL
Facility”) and $70 million floor plan facility due 2026 (the
“Existing Floor Plan Facility”) with a $520 million senior secured
asset-based revolving credit facility due 2029 (the “New ABL
Facility”) and a $90 million floor plan facility due 2029 (together
with the New ABL Facility, the “First Lien Facilities”). The First
Lien Facilities will be secured by a first-priority lien on the
same assets securing the notes. The Company intends to use the net
proceeds from the offering, together with the proceeds of new
borrowings under the First Lien Facilities, (i) to refinance a
portion of the Existing ABL Facility and the Existing Floor Plan
Facility prior to the amendments thereto, pay accrued and unpaid
interest thereon, and pay related fees and expenses thereto, (ii)
to redeem all of its outstanding 5.625% Senior Secured Second Lien
Notes due 2026 (the “Existing Notes”), pay the premium, accrued and
unpaid interest thereon, and pay related fees and expenses thereto,
and (iii) for general corporate purposes to the extent there are
any remaining proceeds. The offering and related refinancing
is expected to be leverage neutral for the Company.
The notes and the related guarantees will be
offered only to persons reasonably believed to be qualified
institutional buyers pursuant to Rule 144A under the Securities Act
and to non-U.S. persons outside the United States in
reliance on Regulation S under the Securities Act. The offer and
sale of the notes and the related guarantees have not been
registered under the Securities Act or the securities laws of any
state or other jurisdiction and may not be offered or sold absent
registration or an applicable exemption from the registration
requirements under the Securities Act and any applicable securities
laws of any state or other jurisdiction.
This press release shall not constitute an offer
to sell, or the solicitation of an offer to buy, any of the notes,
nor shall there be any sale of the notes in any state or
jurisdiction in which such offer, solicitation, or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. This press release is
being issued pursuant to and in accordance with Rule 135(c) under
the Securities Act.
This press release does not constitute a notice of
redemption with respect to the Existing Notes.
Forward Looking Statements
This press release includes “forward-looking
statements” within the meaning of the “safe harbor” provisions of
the Private Securities Litigation Reform Act of 1995. Alta’s actual
results may differ from their expectations, estimates and
projections and consequently, you should not rely on these
forward-looking statements as predictions of future events. Words
such as “expect,” “estimate,” “project,” “budget,” “forecast,”
“anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,”
“believes,” “predicts,” “potential,” “continue,” and similar
expressions are intended to identify such forward-looking
statements. These forward-looking statements involve significant
risks and uncertainties that could cause the actual results to
differ materially from the expected results. Most of these factors
are outside Alta’s control and are difficult to predict. Factors
that may cause such differences include, but are not limited to:
supply chain disruptions, inflationary pressures resulting from
supply chain disruptions or a tightening labor market; negative
impacts on customer payment policies and adverse banking and
governmental regulations, resulting in a potential reduction to the
fair value of our assets; the performance and financial viability
of key suppliers, contractors, customers, and financing sources;
economic, industry, business and political conditions including
their effects on governmental policy and government actions that
disrupt our supply chain or sales channels; fluctuations in
interest rates; the market price for our equipment; collective
bargaining agreements and our relationship with our
union-represented employees; our success in identifying acquisition
targets and integrating acquisitions; our success in expanding into
and doing business in additional markets; our ability to raise
capital at favorable terms; the competitive environment for our
products and services; our ability to continue to innovate and
develop new business lines; our ability to attract and retain key
personnel, including, but not limited to, skilled technicians; our
ability to maintain our listing on the New York Stock Exchange; the
impact of cyber or other security threats or other disruptions to
our businesses; our ability to realize the anticipated benefits of
acquisitions or divestitures, rental fleet and other organic
investments or internal reorganizations; federal, state, and local
government budget uncertainty, especially as it relates to
infrastructure projects and taxation; currency risks and other
risks associated with international operations; and other risks and
uncertainties indicated from time to time in the section entitled
“Risk Factors” in Alta’s annual report on Form 10-K and other
filings with the U.S. Securities and Exchange Commission. Alta
cautions that the foregoing list of factors is not exclusive, and
readers should not place undue reliance upon any forward-looking
statements, which speak only as of the date made. Alta does not
undertake or accept any obligation or undertaking to release
publicly any updates or revisions to any forward-looking statements
to reflect any change in its expectations or any change in events,
conditions, or circumstances on which any such statement is
based.
About Alta Equipment Group
Inc.
Alta owns and operates one of the largest
integrated equipment dealership platforms in North America. Through
our branch network, the Company sells, rents, and provides parts
and service support for several categories of specialized
equipment, including lift trucks and other material handling
equipment, heavy and compact earthmoving equipment, crushing and
screening equipment, environmental processing equipment, cranes and
aerial work platforms, paving and asphalt equipment, other
construction equipment and allied products. Alta has operated as an
equipment dealership for 40 years and has developed a branch
network that includes over 85 total locations across Michigan,
Illinois, Indiana, Ohio, Pennsylvania, Massachusetts, Maine,
Connecticut, New Hampshire, Vermont, Rhode Island, New York,
Virginia, Nevada and Florida and the Canadian provinces of Ontario
and Quebec. Alta offers its customers a one-stop-shop for their
equipment needs through its broad, industry-leading product
portfolio.
Contacts
Investors: Kevin Inda SCR
Partners, LLC kevin@scr-ir.com (225) 772-0254
Media: Glenn Moore Alta Equipment
glenn.moore@altg.com (248) 305-2134
Alta Equipment (NYSE:ALTG)
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