Granite US Holdings Announces Pricing of Notes Offering

PRNewswire 25-Sep-2019 6:01 PM

RENFREW, United Kingdom, Sept. 25, 2019 /PRNewswire/ -- Granite US Holdings Corporation ("Granite"), an entity formed by KPS Capital Partners, LP ("KPS") to acquire the Air and Gas Handling business ("Howden") of Colfax Corporation (NYSE:CFX), announced today that it has priced its $300 million aggregate principal amount of 11.000% Senior Notes due 2027 (the "Notes"). Granite expects to use the proceeds from the offering, after deducting estimated fees and expenses, together with the net proceeds of new senior facilities and an equity contribution from an entity affiliated with KPS to fund the previously announced acquisition.  The closing of the offering is expected to occur on September 30, 2019, subject to the satisfaction of customary closing conditions including completion of the Howden acquisition.

The Notes are being offered in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and, outside the United States, to non-U.S. investors pursuant to Regulation S under the Securities Act. The Notes will not be registered under the Securities Act or the securities laws of any state or other jurisdiction and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements under the Securities Act and applicable state securities laws and foreign securities laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful.

About Howden

Howden is a leading global provider of mission critical air and gas handling products and services to industrial, power, oil & gas, and mining end-markets.  Based in Glasgow, Scotland, Howden has a 160 year heritage as a world-class application engineering and manufacturing company with a presence in 32 countries.  Howden manufactures highly engineered fans, compressors, heat exchangers, steam turbines, and other air and gas handling equipment, and provides service and support to customers around the world in highly diversified end-markets and geographies.  Howden has over 5,300 employees, including over 650 industry-leading engineers and 22 manufacturing facilities in 12 countries.

About KPS Capital Partners

KPS Capital Partners, through its affiliated management entities, is the manager of the KPS Special Situations Funds, a family of investment funds with over $5.1 billion of assets under management (as of June 30, 2019).  For over two decades, the Partners of KPS have worked exclusively to realize significant capital appreciation by making controlling equity investments in manufacturing and industrial companies across a diverse array of industries, including basic materials, branded consumer, healthcare and luxury products, automotive parts, capital equipment and general manufacturing.  KPS creates value for its investors by working constructively with talented management teams to make businesses better, and generates investment returns by structurally improving the strategic position, competitiveness and profitability of its portfolio companies, rather than primarily relying on financial leverage. The KPS Funds' portfolio companies have aggregate annual revenues of approximately $6.7 billion, operate 106 manufacturing facilities in 28 countries, and have nearly 24,000 employees, directly and through joint ventures worldwide.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of applicable federal securities laws. The forward-looking statements include, without limitation, statements concerning the offering of the Notes. Forward-looking statements involve risks and uncertainties, including but not limited to economic, competitive, and technological factors outside Granite's control that may cause actual results to differ materially from the forward-looking statements. You should not place any undue reliance on forward-looking statements as a prediction of actual results. Granite expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in expectations or events, conditions or circumstances on which any such statements are based.

Contact:

Mark Semer or Daniel Yunger
Kekst CNC
(212) 521-4800

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SOURCE KPS Capital Partners, LP