Ingersoll Rand Announces Pricing of its Secondary Offering of 29,788,635 Shares of Common Stock
Ingersoll Rand (NYSE:IR) announced a secondary offering of 29,788,635 shares by KKR Renaissance Aggregator L.P. The company will not sell any shares; all proceeds will go to the Selling Stockholder. Concurrently, Ingersoll Rand plans to repurchase 14,894,317 shares from the underwriter at the same price as the offering. The expected close date is August 6, 2021. J.P. Morgan Securities LLC is the underwriter for this offering. The registration statement has been filed and is effective, although no sale is valid until compliance with state laws.
- Share repurchase of 14,894,317 shares indicates a commitment to returning value to shareholders.
- Secondary offering may dilute existing shareholders' equity without issuing new capital for company growth.
Ingersoll Rand Inc. (NYSE:IR) (“Ingersoll Rand”) today announced the pricing of the previously announced underwritten secondary offering by KKR Renaissance Aggregator L.P. (the “Selling Stockholder”) of 29,788,635 shares of common stock of Ingersoll Rand (the “Shares”) pursuant to a registration statement filed by Ingersoll Rand with the U.S. Securities and Exchange Commission (the “SEC”). No shares are being sold by Ingersoll Rand. The Selling Stockholder will receive all of the proceeds from this offering. The offering is expected to close on August 6, 2021, subject to customary closing conditions. As part of and subject to the completion of the offering, Ingersoll Rand intends to concurrently repurchase from the underwriter 14,894,317 shares out of the aggregate 29,788,635 shares of its common stock that are the subject of the offering. The price per share to be paid by Ingersoll Rand will equal the price at which the underwriter will purchase the Shares from the Selling Stockholder in the offering.
J.P. Morgan Securities LLC is acting as the underwriter for the offering.
A registration statement relating to the Shares has been filed with the SEC and has become effective. This news release shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of any 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.
The offering of the Shares will be made only by means of a prospectus. Copies of the preliminary prospectus may be obtained from J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone 1-866-803-9204, email: prospectus-eq_fi@jpmchase.com.
Forward-Looking Statements
This news release contains “forward-looking statements” as that term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on Ingersoll Rand’s current expectations and are subject to risks and uncertainties, which may cause actual results to differ materially from these current expectations. Such risks and uncertainties, include, but are not limited to, the risks, uncertainties and factors set forth under the section entitled “Risk Factors” in Ingersoll Rand’s most recent annual report on Form 10-K filed with the SEC, as such factors may be updated from time to time in its periodic filings with the SEC.
Any forward-looking statements speak only as of the date of this release. Ingersoll Rand undertakes no obligation to update any forward-looking statements, whether as a result of new information or developments, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on any of these forward-looking statements.
About Ingersoll Rand Inc.
Ingersoll Rand Inc. (NYSE:IR), driven by an entrepreneurial spirit and ownership mindset, is dedicated to helping make life better for our employees, customers and communities. Customers lean on us for our technology-driven excellence in mission-critical flow creation and industrial solutions across 40+ respected brands where our products and services excel in the most complex and harsh conditions. Our employees develop customers for life through their daily commitment to expertise, productivity and efficiency.
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