ELKHART, Ind., April 13, 2021 /PRNewswire/ -- Patrick
Industries, Inc. (NASDAQ: PATK) ("Patrick" or the "Company") today
announced the pricing of its previously announced private offering
of $350 million aggregate principal amount of its 4.75% senior
notes due 2029 (the "Notes") in a private placement exempt from
registration under the Securities Act of 1933 (the "Securities
Act"). The offering is expected to close on or about
April 20, 2021, subject to certain
closing conditions.
Patrick intends to use the net proceeds from the offering to
repay a portion of its borrowings under its existing senior secured
credit facility, to pay fees and expenses in connection with the
foregoing, and for general corporate purposes.
Following the completion of the offering, the Company plans to
amend and restate the credit agreement governing its existing
$650 million senior secured credit
facility to establish a new $700
million senior secured credit facility consisting of a
$550 million revolving credit
facility and a $150 million term loan
facility. The maturity date for borrowings under the new senior
secured credit facility is expected to be extended to April 2026. The new senior secured credit
facility is expected to replace the Company's existing credit
facility that is due to mature in September
2024.
This press release is neither an offer to sell nor a
solicitation of an offer to buy the Notes, nor shall there be any
sale of these securities in any state or jurisdiction in which such
an offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
state or jurisdiction.
The Notes and related guarantees 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 absent registration or an
applicable exemption from registration requirements. Any
offers of the Notes will be made only to persons reasonably
believed to be qualified institutional buyers pursuant to Rule 144A
under the Securities Act and to non-U.S. persons outside
the United States in compliance
with Regulation S under the Securities Act. The Notes being offered
have not been approved or disapproved by any regulatory authority,
nor has any such authority passed upon the accuracy or adequacy of
the applicable private offering memorandum.
About Patrick Industries,
Inc.
Patrick Industries, Inc. is a major manufacturer and distributor
of component products and building products serving the
recreational vehicle, marine, manufactured housing, residential
housing, high-rise, hospitality, kitchen cabinet, office and
household furniture, fixtures and commercial furnishings, and other
industrial markets and operates coast-to-coast in various locations
throughout the United States and
in Canada and China. Patrick's major manufactured products
include decorative vinyl and paper laminated panels, countertops,
fabricated aluminum products, wrapped profile mouldings, slide-out
trim and fascia, cabinet doors and components, hardwood furniture,
fiberglass bath fixtures and tile systems, thermoformed shower
surrounds, specialty bath and closet building products, fiberglass
and plastic helm systems and component products, wiring and wire
harnesses, boat covers, towers, tops and frames, electrical systems
components including instrument and dash panels, softwoods lumber,
interior passage doors, air handling products, RV painting,
slotwall panels and components, fuel tanks, and CNC molds and
composite parts and other products. The Company also distributes
drywall and drywall finishing products, electronics and audio
systems components, wiring, electrical and plumbing products,
appliances, cement siding, raw and processed lumber, FRP products,
interior passage doors, roofing products, tile, laminate and
ceramic flooring, shower doors, furniture, fireplaces and
surrounds, interior and exterior lighting products, various marine
aftermarket products, and other miscellaneous products, in addition
to providing transportation and logistics services.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains certain statements within the
meaning of Private Securities Litigation Reform Act of 1995 that
are forward-looking in nature, including, without limitation, the
completion, timing, terms and use of proceeds of the Notes offering
and the proposed new senior secured credit facility. The
forward-looking statements are based on current expectations and
our actual results may differ materially from those projected in
any forward-looking statement. There can be no assurance that any
forward-looking statement will be realized or that actual results
will not be significantly different from that set forth in such
forward-looking statement. Factors that could cause actual results
to differ materially from those in forward-looking statements
included in this press release include, without limitation: the
ability to complete the terms of the offering and to enter into a
new senior secured credit facility on anticipated terms or at all;
adverse economic and business conditions, including cyclicality and
seasonality in the industries we sell our products; the
deterioration of the financial condition of our customers or
suppliers; the loss of a significant customer; changes in consumer
preferences; declines in the level of RV unit shipments or
reductions in RV industry growth; the intense competition in the
RV, MH and marine industries and the extensive resources of some of
our competitors; conditions in the credit market limiting the
ability of consumers and wholesale customers to obtain retail and
wholesale financing for RVs, manufactured homes, and marine
products; the significant long-term decline in shipments in
the manufactured housing industry; fuel shortages or high
prices for fuel; a dependency on third-party suppliers and
manufacturers; the challenges and risks associated with doing
business internationally; any increased cost or limited
availability of certain raw materials; an inability to manage
inventory; an impairment of assets, including goodwill and other
long-lived assets; an inability to obtain additional skilled labor;
the impact of the consolidation and/or closure of all or part of a
manufacturing or distribution facility; the impact of governmental
and environmental regulations, and our inability to comply with
them; an inability to attract and retain qualified executive
officers and key personnel; the inability to integrate acquired
businesses may adversely affect operations; our level of
indebtedness; our inability to comply with the covenants contained
in the senior credit facility; an inability to access capital when
needed; the settlement or conversion of the Notes (as defined
herein); fluctuations in the market price for our common stock; an
inability of our information technology systems to perform
adequately; any disruptions in our business due to an IT failure, a
cyber-incident or a data breach; or any adverse results from our
evaluation of our internal controls over financial reporting under
Section 404 of the Sarbanes-Oxley Act of 2002.
There can be no assurance that any forward-looking statement
will be realized or that actual results will not be significantly
different from that set forth in such forward-looking statement.
The Company does not undertake to publicly update or revise any
forward-looking statements. Information about certain risks
that could affect our business and cause actual results to differ
from those express or implied in the forward-looking statements are
contained in the section entitled "Risk Factors" in the Company's
Annual Report on Form 10-K for the year ended December 31, 2020, and in the Company's
Forms 10-Q for subsequent quarterly periods, which are filed
with the Securities and Exchange Commission ("SEC") and are
available on the SEC's website at www.sec.gov. Each
forward-looking statement speaks only as of the date of this press
release, and we undertake no obligation to update any
forward-looking statement to reflect events or circumstances
occurring after the date on which it is made. Prospective
purchasers are cautioned not to place undue reliance on these
forward-looking statements.
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SOURCE Patrick Industries, Inc.