GMS Announces Proposed Senior Notes Offering
GYP Holdings III Corp., a subsidiary of GMS (NYSE: GMS), has announced a private offering of $300 million in senior notes due 2029. The offering is made under an exemption from the Securities Act and is subject to market conditions. The senior notes will be guaranteed by the Company’s parent, GYP Holdings II Corp., and will be used primarily to reduce outstanding borrowings under its senior secured term loan facility. However, these notes have not been registered and cannot be sold in the U.S. without proper registration.
- Offering of $300 million in senior notes due 2029 to improve liquidity.
- Proceeds will reduce outstanding borrowings, potentially enhancing financial stability.
- Offering is subject to market conditions, which adds uncertainty.
- Senior notes will not be registered, limiting investor access.
GYP Holdings III Corp. (the “Company”), an indirect wholly-owned subsidiary of GMS Inc. (NYSE: GMS) (“GMS”), announced today that it launched an offering to sell
The Senior Notes will be senior unsecured obligations of the Company. The Senior Notes will be guaranteed by GYP Holdings II Corp., the Company’s direct parent company and a direct subsidiary of GMS, and the Company’s future direct and indirect domestic subsidiaries that guarantee obligations under the Company’s senior secured term loan facility and ABL credit facility.
The net proceeds from the offering will be used to repay a portion of the Company’s outstanding borrowings under its senior secured term loan facility.
The Senior Notes and the related guarantees will be offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on the exemption from registration set forth in Rule 144A under the Securities Act and, outside the United States, to non-U.S. persons in reliance on the exemption from registration set forth in Regulation S under the Securities Act. The Senior Notes and the related guarantees have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States without registration or an applicable exemption from registration requirements.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the notes, nor shall it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
About GMS Inc.
GMS operates a network of more than 265 distribution centers across the United States and Canada. GMS’s extensive product offering of wallboard, suspended ceilings systems, or ceilings, and complementary construction products is designed to provide a comprehensive one-stop-shop for our core customer, the interior contractor who installs these products in commercial and residential buildings.
Forward-Looking Statements
Any statements of GMS’s or the Company’s expectations in this press release constitute “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Such statements, including but not limited to those regarding the offering and the use of proceeds therefrom, are based on currently available information and are subject to various risks and uncertainties that could cause actual results to differ materially from GMS’s or the Company’s present expectations. These risks and uncertainties include, but are not limited to, market conditions affecting the offering. Undue reliance should not be placed on such forward-looking statements, as such statements speak only as of the date on which they are made and neither GMS nor the Company undertakes any obligation to update such statements, except as required by law. Additional information regarding these and other risks is contained in GMS’s filings with the Securities and Exchange Commission.
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FAQ
What is GMS planning with the $300 million senior notes offering?
When are the senior notes due?
Who guarantees the senior notes issued by GYP Holdings III Corp.?
Will the senior notes be registered under the Securities Act?
Who can purchase the senior notes issued by GYP Holdings III Corp.?
