FORT
WORTH, Texas, April 24,
2024 /PRNewswire/ -- AZZ Inc. (NYSE: AZZ), the
leading independent provider of hot-dip galvanizing and coil
coating solutions, today announced that it is offering 4.0 million
shares of its common stock in an underwritten public offering. The
offering is subject to market and other conditions, and there can
be no assurance as to whether or when the offering may be
completed, or as to the actual size or terms of the offering. In
connection with the offering, AZZ intends to grant the underwriters
of the offering an option for 30 days to purchase up to an
additional 15% of the number of shares of its common stock sold in
the offering. All of the shares in the offering are being offered
by AZZ.
Evercore ISI and Jefferies are acting as joint lead book-running
managers. Baird, Wells Fargo
Securities and Wolfe | Nomura
Alliance are acting as additional book-running managers.
Roth Capital Partners is acting as co-manager for the
offering.
AZZ intends to use the net proceeds for the redemption of all of
the Company's 6.0% Series A Convertible Preferred Stock.
This offering is being made pursuant to a shelf registration
statement on Form S-3 (File No. 333-276450) filed with the
Securities and Exchange Commission (SEC) and declared effective on
January 10, 2024. The offering of the
shares of common stock will be made by means of a prospectus,
including a prospectus supplement, forming a part of the
registration statement. A preliminary prospectus supplement and the
accompanying prospectus relating to and describing the terms of the
offering will be filed with the SEC, and will be available on the
SEC's website at http://www.sec.gov or when available, may be
obtained from Evercore Group L.L.C., Attention: Equity Capital
Markets, 55 East 52nd Street, 35th Floor, New York, New York 10055, by telephone at
888-474-0200, or by email at ecm.prospectus@evercore.com; or
Jefferies LLC, Attn: Equity Syndicate Prospectus Department, 520
Madison Avenue, New York, New York
10022, by telephone at (877) 821-7388 or by email at
Prospectus_Department@Jefferies.com.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any sale of
these securities in any state or other jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
state or other jurisdiction.
About AZZ Inc.
AZZ Inc. is the leading
independent provider of hot-dip galvanizing and coil coating
solutions to a broad range of end-markets. Collectively, our
business segments provide sustainable, unmatched metal coating
solutions that enhance the longevity and appearance of buildings,
products and infrastructure that are essential to everyday
life.
Safe Harbor Statement
Certain statements
herein about our expectations of future events or results
constitute forward-looking statements for purposes of the safe
harbor provisions of The Private Securities Litigation Reform Act
of 1995. You can identify forward-looking statements by terminology
such as "may," "could," "should," "expects," "plans," "will,"
"might," "would," "projects," "currently," "intends," "outlook,"
"forecasts," "targets," "anticipates," "believes," "estimates,"
"predicts," "potential," "continue," or the negative of these terms
or other comparable terminology. Such forward-looking statements
are based on currently available competitive, financial, and
economic data and management's views and assumptions regarding
future events. Such forward-looking statements are inherently
uncertain, and investors must recognize that actual results may
differ from those expressed or implied in the forward-looking
statements. Forward-looking statements speak only as of the date
they are made and are subject to risks that could cause them to
differ materially from actual results. Certain factors could affect
the outcome of the matters described herein. This press release may
contain forward-looking statements that involve risks and
uncertainties including, but not limited to, changes in customer
demand for our products and services, including demand by the
construction markets, the industrial markets, and the metal
coatings markets. We could also experience additional increases in
labor costs, components and raw materials including zinc and
natural gas, which are used in our hot-dip galvanizing process;
supply-chain vendor delays; customer requested delays of our
products or services; delays in additional acquisition
opportunities; an increase in our debt leverage and/or interest
rates on our debt, of which a significant portion is tied to
variable interest rates; availability of experienced management and
employees to implement AZZ's growth strategy; a downturn in market
conditions in any industry relating to the products we inventory or
sell or the services that we provide; economic volatility,
including a prolonged economic downturn or macroeconomic conditions
such as inflation or changes in the political stability in
the United States and other
foreign markets in which we operate; acts of war or terrorism
inside the United States or
abroad; and other changes in economic and financial conditions. AZZ
has provided additional information regarding risks associated with
the business, including in Part I, Item 1A. Risk Factors, in AZZ's
Annual Report on Form 10-K for the fiscal year ended February 29, 2024, and other filings with the
SEC, available for viewing on AZZ's website at www.azz.com and on
the SEC's website at www.sec.gov. You are urged to consider these
factors carefully when evaluating the forward-looking statements
herein and are cautioned not to place undue reliance on such
forward-looking statements, which are qualified in their entirety
by this cautionary statement. These statements are based on
information as of the date hereof and AZZ assumes no
obligation to update any forward-looking statements, whether as a
result of new information, future events, or otherwise.
Company Contact:
David Nark, Senior Vice President of
Marketing and Communications
AZZ Inc.
(817) 810-0095
Investor Contact:
Sandy
Martin or Phillip Kupper
Three Part Advisors
(214) 616-2207 or (817) 368-2556
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SOURCE AZZ, Inc.