DENVER, Aug. 16,
2024 /PRNewswire/ -- Gates Industrial
Corporation plc (NYSE: GTES, "Gates" or the "Company")
announced today the pricing of the previously announced secondary
offering of 20,000,000 ordinary shares (the "Offering") by certain
selling stockholders affiliated with Blackstone Inc. (the "Selling
Stockholders"). The Selling Stockholders have also granted the
underwriters a 30-day option to purchase up to 3,000,000 additional
ordinary shares. The underwriters may offer the shares from time to
time for sale in one or more transactions on the New York Stock
Exchange, in the over-the-counter market, through negotiated
transactions or otherwise at market prices prevailing at the time
of sale, at prices related to such prevailing market prices or at
negotiated prices. The Offering is expected to close on
August 21, 2024, subject to customary
closing conditions.
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Gates is not offering any ordinary shares in the Offering and
will not receive any proceeds from the sale of ordinary shares in
the Offering. Citigroup, Goldman Sachs & Co. LLC, and Jefferies
are serving as the joint lead book-running managers of, and as
representatives of the underwriters for, the Offering. BMO Capital
Markets, BTIG, Evercore ISI, Mizuho, Morgan Stanley, MUFG, PJT
Partners, RBC Capital Markets, UBS Investment Bank and Santander
are also serving as joint book-running managers for the
Offering.
In addition, as previously announced, in connection with its
existing share repurchase program, Gates has entered into a share
repurchase contract with Citigroup Global Markets Inc. to
repurchase $125 million of ordinary
shares at a price per share equal to the price paid by the
underwriters in the Offering, for a total of 7,539,203 ordinary
shares, and has advised Citigroup Global Markets Inc. to purchase
such shares from the Selling Stockholders. The share repurchase is
expected to be consummated promptly following the Offering and is
conditioned upon the closing of the Offering. The closing of the
Offering is not conditioned upon the consummation of the share
repurchase.
One of our directors has indicated an interest in purchasing
ordinary shares in the Offering.
The Company has filed a registration statement (including a
prospectus) with the Securities and Exchange Commission (the "SEC")
for the Offering to which this communication relates. Before you
invest, you should read the prospectus in that registration
statement and other documents the Company has filed with the SEC
for more complete information about the Company and the Offering.
You may get these documents for free by visiting EDGAR on the SEC's
website at www.sec.gov. Alternatively, the Company, any underwriter
or any dealer participating in the Offering will arrange to send
you the prospectus if you request it by contacting Citigroup, c/o
Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717 (Tel:
800-831-9146); Goldman Sachs & Co. LLC, Attn: Prospectus
Department, 200 West Street, New York,
NY 10282 (Tel: 866-471-2526) or by e-mail at
prospectus-ny@ny.email.gs.com; or Jefferies LLC, Attn: Equity
Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022 (Tel: 877-821-7388) or by
email at prospectus_department@jefferies.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities 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 state or
jurisdiction.
About Gates:
Gates is a global manufacturer of
innovative, highly engineered power transmission and fluid power
solutions. Gates offers a broad portfolio of products to diverse
replacement channel customers, and to original equipment
("first-fit") manufacturers as specified components. Gates
participates in many sectors of the industrial and consumer
markets. Our products play essential roles in a diverse range of
applications across a wide variety of end markets ranging from
harsh and hazardous industries to everyday consumer applications
including virtually every form of transportation. Our products are
sold in more than 130 countries across our four commercial regions:
the Americas; Europe, Middle East & Africa; Greater
China; and East Asia &
India.
Forward‐Looking Statements and
Information:
This press release contains forward-looking
statements, which involve risks and uncertainties. Forward-looking
statements include all statements that are not historical facts. In
some cases you can identify these forward-looking statements by the
use of words such as "outlook," "believes," "expects," "potential,"
"continues," "may," "will," "should," "could," "seeks," "predicts,"
"intends," "trends," "plans," "estimates," "anticipates" or the
negative version of these words or other comparable words.
Forward-looking statements are based on the Company's current
expectations and actual results may differ materially. Other risks
and uncertainties are more fully described in the section entitled
"Item 1A. Risk Factors" of the Company's Annual Report on Form 10-K
for the fiscal year ended December 30,
2023, as filed with the SEC, as such factors may be updated
from time to time in the Company's periodic filings with the SEC.
Investors are urged to consider carefully the disclosure in our
filings with the SEC, which are accessible on the SEC's website at
www.sec.gov. Gates undertakes no obligation to update or supplement
any forward-looking statements as a result of new information,
future events or otherwise, except as required by law.
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SOURCE Gates Industrial Corporation plc