CHARLOTTE, N.C.--(BUSINESS WIRE)--EnPro Industries, Inc. (NYSE: NPO) (“EnPro”) today announced that it has
completed its previously announced offering of $150 million of its
5.875% Senior Notes due 2022 (the “Additional Notes”). The offer was
made in the United States to qualified institutional buyers pursuant to
Rule 144A under the Securities Act of 1933, as amended (the “Securities
Act”), and to non-U.S. persons in offshore transactions in reliance on
Regulation S under the Securities Act.
EnPro intends to use the net proceeds from the offering to repay
outstanding borrowings under its senior secured revolving credit
facility to increase availability to fund future capital requirements,
including potential contributions to a trust to be established pursuant
to a joint plan of reorganization filed in asbestos bankruptcy
proceedings of certain subsidiaries, if such joint plan is approved and
consummated, and for other general corporate purposes.
The Additional Notes are unsecured, unsubordinated obligations of EnPro
and mature on September 15, 2022. Interest on the Senior Notes accrues
at a rate of 5.875% per annum and is payable semi-annually in cash in
arrears on March 15 and September 15 of each year, commencing September
15, 2017. The Additional Notes are guaranteed on a senior unsecured
basis by EnPro’s direct and indirect domestic subsidiaries that
guarantee its senior secured revolving credit facility.
Each holder of the Additional Notes may require EnPro to repurchase some
or all of the Additional Notes for cash upon the occurrence of a defined
“change of control” event, at a price equal to 101% of the principal
amount of the Additional Notes being repurchased, plus accrued and
unpaid interest. EnPro’s ability to redeem the Additional Notes prior to
maturity is subject to certain conditions, including in certain cases
the payment of make-whole amounts.
The indenture governing the Additional Notes includes covenants that
restrict EnPro’s ability to engage in certain activities, including
incurring additional indebtedness and paying dividends, subject in each
case to specified exceptions and qualifications set forth in the
This press release is for informational purposes only and does not
constitute an offer to sell, or the solicitation of an offer to buy,
securities or an offer to purchase, or a solicitation of an offer to
purchase, the Additional Notes or any other securities. Any offers of
the Additional Notes were made only by means of a private offering
memorandum. The Additional Notes have not been 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 contains forward-looking statements. Actual results
may differ materially from those reflected in the forward-looking
statements. Additional information concerning factors that could cause
actual results to differ materially from those in the forward-looking
statements is contained under the heading of “Risk Factors” listed from
time to time in EnPro’s filings with the Securities and Exchange
Commission, including its Annual Report on Form 10-K for the year ended
December 31, 2016.