Ingersoll-Rand plc (NYSE:IR) (the “Company”) today announced that its
indirect, wholly owned subsidiary, Allegion US Holding Company Inc.
(“Allegion Holdings”) has completed an offering of 5.75 percent senior
notes in the aggregate principal amount of $300 million maturing in 2021
(the “Notes”).
In addition, Allegion Holdings completed the syndication of $1 billion
senior secured term loan facilities, consisting of a $500 million
“tranche A” term loan facility due in 2018 and a $500 million “tranche
B” term loan facility due in 2020. Allegion Holdings will also enter
into a $500 million senior secured revolving credit facility maturing in
2018.
The Notes, the senior secured term loan facilities and the senior
secured revolving credit facility are guaranteed by Allegion plc,
Schlage Lock Company LLC and Von Duprin LLC. The Company will not be a
guarantor or obligor with respect to the Notes, the senior secured term
loan facilities, or the senior secured revolving credit facility.
Allegion Holdings intends to use the net proceeds from the offering of
the Notes and the senior secured term loan facilities to pay a special
cash distribution to the Company prior to the proposed spin-off of the
Company’s commercial and residential security businesses, with any
remaining amounts used for general corporate purposes.
The Notes and the related guarantees will be sold in the United States
only to persons reasonably believed to be qualified institutional buyers
in reliance on the exemption from registration set forth in Rule 144A
under the Securities Act of 1933, as amended (the “Securities Act”), and
offered and sold outside the United States to non-U.S. persons in
reliance on the exemption from registration set forth in Regulation S
under the Securities Act.
The Notes and the related guarantees have not been 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
without registration or an applicable exemption from the Securities Act
and applicable state securities or blue sky laws and foreign securities
laws.
This news 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 mentioned in this news release 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.
Forward-Looking Statements
Certain statements contained in this news release, other than purely
historical information, are "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995, Section
27A of the Securities Act and Section 21E of the Securities Exchange Act
of 1934, as amended. These forward-looking statements generally include
those identified by the words "expect," "estimate," "intend," "will" and
"would" or the negative thereof or variations thereon or similar
terminology generally intended to identify forward-looking statements.
Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable, it can offer no assurance
that such expectations will prove to be correct. Some of the significant
risks and uncertainties that could cause actual results to differ
materially from our expectations and projections are described more
fully in Item 1A "Risk Factors" in the Company's Annual Report on Form
10-K for the year ended December 31, 2012, filed with the SEC on
February 14, 2013, and in Allegion plc's Form 10, filed with the SEC on
June 17, 2013 and subsequently amended on August 15, 2013. All
forward-looking statements are expressly qualified in their entirety by
such risk factors.
About Ingersoll Rand
Ingersoll Rand (NYSE:IR) advances the quality of life by creating and
sustaining safe, comfortable and efficient environments. Our people and
our family of brands—including Club Car®, Ingersoll Rand®, Schlage®,
Thermo King® and Trane® —work together to enhance the quality and
comfort of air in homes and buildings; transport and protect food and
perishables; secure homes and commercial properties; and increase
industrial productivity and efficiency. We are a $14 billion global
business committed to a world of sustainable progress and enduring
results. For more information, visit www.ingersollrand.com.
Copyright Business Wire 2013