NEW YORK--(BUSINESS WIRE)--Mar. 28, 2018--
Coty Inc. (NYSE:COTY) (“Coty”) today announced the pricing of three
series of U.S. dollar denominated and euro denominated senior unsecured
notes in an aggregate principal amount of $550 million and €800 million,
respectively, in a private offering consisting of $550 million of 6.50%
senior notes due 2026, €250 million of 4.75% senior notes due 2026 and
€550 million of 4.00% senior notes due 2023 (together, the “Notes”).
Coty will receive aggregate proceeds before fees and expenses of $550
million in connection with the offering of the U.S. dollar denominated
notes and €800 million in connection with the offering of the euro
denominated notes.
The offering is expected to close on April 5, 2018, subject to customary
closing conditions.
Each series of notes will be guaranteed on a senior unsecured basis by
each of Coty’s subsidiaries that will also be a guarantor under its
proposed new senior secured credit facilities (as described below) and
certain other material indebtedness. Each series of notes will be
effectively junior to all of Coty’s existing and future secured
indebtedness, including its proposed new senior secured credit
facilities, to the extent of the value of the collateral securing such
indebtedness.
Coty intends to use the net proceeds from the offering, together with
borrowings under a credit agreement governing its proposed new senior
secured credit facilities, including its new $3.25 billion revolving
credit facility, to be entered into on the date of the issuance of the
Notes, to, among other things, repay in full and refinance the
indebtedness outstanding under Coty’s existing credit facilities, plus
accrued interest, related premiums, fees and expenses in connection
therewith. Any remaining proceeds will be used for general corporate
purposes.
The Notes and the related guarantees will not be registered under the
Securities Act of 1933, as amended (the “Securities Act”), or any state
securities law and may not be offered or sold in the United States
absent registration or an applicable exemption from registration under
the Securities Act and applicable state securities laws. The Notes and
the related guarantees will be offered only to persons reasonably
believed to be qualified institutional buyers under Rule 144A of the
Securities Act and outside the United States under Regulation S of the
Securities Act.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, any securities, nor shall there be any
sales of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
Cautionary Note Regarding Forward-looking Statements: The
statements contained in or incorporated by reference into this press
release include certain “forward-looking statements” within the meaning
of the securities laws. These forward-looking statements reflect Coty’s
current views with respect to, among other things, Coty’s offering of
the Notes, Coty’s entrance into the credit agreement governing its
proposed new senior secured credit facilities and the use of proceeds
therefrom. These forward-looking statements are generally identified by
words or phrases, such as “anticipate,” “are going to,” “estimate,”
“plan,” “project,” “expect,” “believe,” “intend,” “foresee,” “forecast,”
“will,” “may,” “should,” “outlook,” “continue,” “target,” “aim,”
“potential” and similar words or phrases. These statements are based on
certain assumptions and estimates that Coty considers reasonable and are
not guarantees of Coty’s future performance, but are subject to a number
of risks and uncertainties, many of which are beyond Coty’s control,
which could cause actual events or results to differ materially from
such statements, including Coty’s ability to consummate the offering of
the Notes and enter into the credit agreement governing its proposed new
senior secured credit facilities on a timely basis and on terms
commercially acceptable to Coty, or at all, and other factors identified
in “Risk Factors” included in Coty’s Annual Report on Form 10-K for the
fiscal year ended June 30, 2017 and subsequent quarterly reports on Form
10-Q. All forward-looking statements made in this press release are
qualified by these cautionary statements. These forward-looking
statements are made only as of the date of this press release, and Coty
does not undertake any obligation, other than as may be required by law,
to update or revise any forward-looking or cautionary statements to
reflect changes in assumptions, the occurrence of events, unanticipated
or otherwise, or changes in future operating results over time or
otherwise.
View source version on businesswire.com: https://www.businesswire.com/news/home/20180328006124/en/
Source: Coty Inc.
Investor Relations
Coty Inc.
Kevin Monaco, 212-389-6815
kevin_monaco@cotyinc.com
or
Media
Coty
Inc.
Jennifer Friedman, 917-754-8399
Jennifer_Friedman@cotyinc.com