Johnson Controls Announces Cash Tender Offers for up to $100 million in Aggregate Principal Amount of Senior Notes
- Johnson Controls International plc is offering to purchase up to $100 million aggregate principal amount of debt securities, which could potentially increase the company's financial flexibility.
- No negative takes found.
Up to | |||||||
Title of Security | CUSIP No. / ISIN No. | Principal Amount Outstanding | Acceptance Priority Level(1) | Reference Security | Bloomberg Reference Page | Fixed Spread | Early Tender Payment(2)(3) |
| 478375AS7 / | 1 |
| PX1 | +110 bps | ||
| 478375AU2/ | 2 |
| PX1 | +130 bps |
(1) | The offers with respect to the Securities are subject to the Aggregate Tender Cap (as defined below) of | ||||||
(2) | Per | ||||||
(3) | The Total Consideration (as defined below) for Securities validly tendered at or prior to the Early Tender Date (as defined below) and accepted for purchase will be calculated using the applicable Fixed Spread (as set forth in the table above) and is inclusive of the Early Tender Payment (as defined below). |
The tender offers consist of offers to purchase for cash, on the terms and conditions set forth in the offer to purchase, dated August 7, 2023 (as it may be amended or supplemented from time to time, the "Offer to Purchase"), up to
The tender offers for the Securities will expire at 5:00 p.m.,
The applicable consideration (the "Total Consideration") offered per
Each tender offer will expire on the applicable Expiration Date. Except as set forth below, payment for the Securities that are validly tendered at or prior to the Expiration Date will be made on a date promptly following the Expiration Date, which is currently anticipated to be September 7, 2023, the second business day after the Expiration Date. The Company reserves the right, in its sole discretion, to make payment for Securities that are validly tendered at or prior to the Early Tender Date on an earlier settlement date, which, if applicable, is currently anticipated to be August 22, 2023, the second business day after the Early Tender Date. Securities validly tendered at or prior to the Early Tender Date will be accepted for purchase in priority to other Securities validly tendered after the Early Tender Date, even if such Securities validly tendered after the Early Tender Date have a higher Acceptance Priority Level than Securities validly tendered at or prior to the Early Tender Date.
Holders will also receive accrued and unpaid interest on Securities validly tendered and accepted for purchase from the applicable last interest payment date up to, but not including, the applicable settlement date ("Accrued Interest").
Tendered Securities may be withdrawn at or prior to, but not after, 5:00 p.m.,
The tender offers are subject to the satisfaction or waiver of certain conditions as set forth in the Offer to Purchase. The tender offers are not subject to minimum tender conditions.
Information Relating to the Tender Offers
The Offer to Purchase is being distributed to holders beginning today. Morgan Stanley is the dealer manager for the tender offers. Investors with questions regarding the tender offers may contact Morgan Stanley at (212) 761-1057 (toll-free) or (800) 624-1808 (collect). D.F. King & Co., Inc. is the tender and information agent for the tender offers and can be contacted at (888) 541-9895 (bankers and brokers can call collect at (212) 269-5550) or by email at jci@dfking.com.
None of the Company or its affiliates, their respective boards of directors or managers, the dealer manager, the tender and information agent or the trustee with respect to any Securities is making any recommendation as to whether holders should tender any Securities in response to any of the tender offers, and neither the Company nor any such other person has authorized any person to make any such recommendation. Holders must make their own decision as to whether to tender any of their Securities, and, if so, the principal amount of Securities to tender.
The full details of the tender offers, including complete instructions on how to tender Securities, are included in the Offer to Purchase. Holders are strongly encouraged to read carefully the Offer to Purchase, including materials incorporated by reference therein, because they will contain important information. The Offer to Purchase may be obtained from D.F. King & Co., Inc., free of charge, by calling toll-free at (888) 541-9895 (bankers and brokers can call collect at (212) 269-5550) or by email at jci@dfking.com.
About Johnson Controls
At Johnson Controls (NYSE: JCI), we transform the environments where people live, work, learn and play. As a global leader in smart, healthy and sustainable buildings, our mission is to reimagine the performance of buildings to serve people, places and the planet.
Building on a proud history of nearly 140 years of innovation, we deliver the blueprint of the future for industries such as healthcare, schools, data centers, airports, stadiums, manufacturing and beyond through OpenBlue, our comprehensive digital offering.
Today, with a global team of 100,000 experts in more than 150 countries, Johnson Controls offers the world's largest portfolio of building technology and software as well as service solutions from some of the most trusted names in the industry.
Johnson Controls International plc Cautionary Statement Regarding Forward-Looking Statements
The Company has made statements in this communication that are forward-looking and therefore are subject to risks and uncertainties. Forward-looking statements may be identified by the use of words such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," "should," "forecast," "project" or "plan" and terms of similar meaning in connection with a discussion of future operating or financial performance. However, the absence of these words does not mean that a statement is not forward-looking. The Company cautions that these statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond the Company's control, that could cause the Company's actual results to differ materially from those expressed or implied by such forward- looking statements, including, among others, risks related to: the Company's ability to manage general economic, business and capital market conditions, including the impact of recessions and economic downturns; the ability to manage macroeconomic and geopolitical volatility, including global price inflation, shortages impacting the availability of raw materials and component products and the conflict between
INVESTOR CONTACTS: | MEDIA CONTACTS: |
Jim Lucas | Danielle Canzanella |
Direct: 651.391.3182 | Direct: 203.499.8297 |
Email: jim.lucas@jci.com | Email: danielle.canzanella@jci.com |
Michael Gates | |
Direct: 414.524.5785 | |
Email: michael.j.gates@jci.com |
View original content to download multimedia:https://www.prnewswire.com/news-releases/johnson-controls-announces-cash-tender-offers-for-up-to-100-million-in-aggregate-principal-amount-of-senior-notes-301895006.html
SOURCE Johnson Controls
FAQ
What is Johnson Controls International plc offering to purchase?
What is the total amount of debt securities that Johnson Controls International plc plans to purchase?
When do the tender offers expire?