BlueLinx Holdings Inc. Announces Pricing of Private Offering of Senior Secured Notes

Rhea-AI Summary

BlueLinx Holdings (NYSE: BXC) announced a private offering of $300 million of 6.00% Senior Secured Notes due 2029, priced at 98.625% of principal. The proceeds will be used to repay borrowings from the ABL credit facility. The notes will be guaranteed by domestic subsidiaries and secured by a first-priority interest in most assets. Closing is expected on October 25, 2021, subject to customary conditions. The notes won't be registered under the Securities Act, limiting their sale options.

Positive

• Offering $300 million Senior Secured Notes could strengthen the company's financial position by repaying existing debt.
• Guaranteed by domestic subsidiaries, reducing risk for investors.

Negative

• Notes secured by second-priority liens may indicate higher risk for investors in case of bankruptcy.
• Dilution risk for existing shareholders if refinancing leads to new share offerings.

MARIETTA, Ga., Oct. 18, 2021 (GLOBE NEWSWIRE) -- BlueLinx Holdings Inc. (NYSE: BXC) (the “Company”), a leading U.S. wholesale distributor of building products, announced today that the Company has agreed to sell $300 million aggregate principal amount of its 6.00% Senior Secured Notes due 2029 (the “2029 Notes”) in a private offering to persons reasonably believed to be “qualified institutional buyers,” as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States under Regulation S under the Securities Act.

The 2029 Notes were priced to investors at 98.625% of their principal amount and will mature on November 15, 2029. The Company’s obligations under the 2029 Notes will be guaranteed by the Company’s domestic subsidiaries that are co-borrowers under or guarantee the Company’s ABL credit facility. The 2029 Notes and the related guarantees will be secured by a first-priority security interest in substantially all of the Company’s and each guarantor’s existing and future assets (other than receivables, inventory, deposit accounts, securities accounts, business interruption insurance and other related assets (the “ABL Collateral”)), subject to certain exceptions and customary permitted liens. The 2029 Notes and the related guarantees will also be secured on a second-priority basis by a lien on the ABL Collateral. The net proceeds from the offering of the 2029 Notes will be used to repay borrowings under the Company’s ABL credit facility.

The offering of the Notes is expected to close on October 25, 2021, subject to the satisfaction or waiver of customary closing conditions.

The Notes will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

This press release is for informational purposes only and is not an offer to sell or the solicitation of an offer to buy any securities.

About BlueLinx Holdings

BlueLinx (NYSE: BXC) is a leading U.S. wholesale distributor of residential and commercial building products with both branded and private-label SKUs across product categories such as lumber, panels, engineered wood, siding, millwork, metal building products, and other construction materials. With a strong market position, broad geographic coverage footprint servicing 40 states, and the strength of a locally-focused sales force, we distribute our comprehensive range of products to over 15,000 national, regional, and local dealers, specialty distributors, national home centers, and manufactured housing customers. BlueLinx provides a wide range of value-added services and solutions to our customers and suppliers. We are headquartered in Georgia, with executive offices located at 1950 Spectrum Circle, Marietta, Georgia, and we operate our distribution business through a broad network of distribution centers. BlueLinx encourages investors to visit its website, www.BlueLinxCo.com, which is updated regularly with financial and other important information about BlueLinx.

Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements include, without limitation, any statement that predicts, forecasts, indicates or implies future results, performance, liquidity levels or achievements, and may contain the words “believe,” “anticipate,” “expect,” “estimate,” “intend,” “project,” “plan,” “will be,” “will likely continue,” “will likely result” or words or phrases of similar meaning.

Forward-looking statements in this press release are based on estimates and assumptions made by our management that, although believed by us to be reasonable, are inherently uncertain. Forward-looking statements involve risks and uncertainties that may cause our business, strategy, or actual results to differ materially from the forward-looking statements. These risks and uncertainties include those discussed in greater detail in our filings with the Securities and Exchange Commission. We operate in a changing environment in which new risks can emerge from time to time. It is not possible for management to predict all of these risks, nor can it assess the extent to which any factor, or a combination of factors, may cause our business, strategy, or actual results to differ materially from those contained in forward-looking statements. Factors that may cause these difference include, among other things: pricing and product cost variability; volumes of product sold; changes in the prices, supply, and/or demand for products that we distribute; the cyclical nature of the industry in which we operate; housing market conditions; the COVID-19 pandemic and other contagious illness outbreaks and their potential effects on our industry; effective inventory management relative to our sales volume or the prices of the products we produce; information technology security risks and business interruption risks; increases in petroleum prices; consolidation among competitors, suppliers, and customers; disintermediation risk; loss of products or key suppliers and manufacturers; our dependence on international suppliers and manufacturers for certain products; business disruptions; exposure to product liability and other claims and legal proceedings related to our business and the products we distribute; natural disasters, catastrophes, fire, or other unexpected events; successful implementation of our strategy; wage increases or work stoppages by our union employees; costs imposed by federal, state, local, and other regulations; compliance costs associated with federal, state, and local environmental protection laws; our level of indebtedness and our ability to incur additional debt to fund future needs; the risk that our cash flows and capital resources may be insufficient to service our existing or future indebtedness; the covenants of the instruments governing our indebtedness limiting the discretion of our management in operating our business; the fact that we lease many of our distribution centers, and we would still be obligated under these leases even if we close a leased distribution center; changes in our product mix; shareholder activism; potential acquisitions and the integration and completion of such acquisitions; the possibility that the value of our deferred tax assets could become impaired; changes in our expected annual effective tax rate could be volatile; the costs and liabilities related to our participation in multi-employer pension plans could increase; the possibility that we could be the subject of securities class action litigation due to stock price volatility; and changes in, or interpretation of, accounting principles.

Given these risks and uncertainties, we caution you not to place undue reliance on forward-looking statements. We expressly disclaim any obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by law.

Media and Investor Contact:
Noel Ryan
(720) 778-2415
BXC@val-adv.com

FAQ

What is the purpose of BlueLinx's $300 million Senior Secured Notes offering?

The proceeds will be used to repay borrowings under the company's ABL credit facility.

When is the expected closing date for BlueLinx's offering?

The offering is expected to close on October 25, 2021, subject to customary closing conditions.

What are the terms of the Senior Secured Notes offered by BlueLinx?

The notes have a 6.00% interest rate and will mature on November 15, 2029.

Who can purchase the Senior Secured Notes from BlueLinx?

The offering is for qualified institutional buyers and non-U.S. persons outside the United States.

What risks are associated with BlueLinx's Senior Secured Notes?

The notes are secured by second-priority liens, which pose a higher risk in a bankruptcy scenario.