Magna Announces CAD Senior Notes Offering
March 07 2023 - 8:45PM
Magna International Inc. (TSX: MG; NYSE: MGA) today announced that
it has entered into an agency agreement providing for the issuance,
by way of private placement in each of the provinces of Canada, of
CAD$350 million aggregate principal amount of senior unsecured
notes due 2031. The notes will bear interest at an annual rate of
4.95% and will mature on January 31, 2031. The offering is expected
to close on March 10, 2023, subject to customary closing
conditions.
Magna intends to use the net proceeds from this
offering to finance a portion of the cost of its proposed
acquisition of the Veoneer Active Safety business (the “Veoneer
Acquisition”) and to pay related fees and expenses, and for general
corporate purposes, which may include the repayment of its existing
indebtedness. However, the completion of this offering is not
contingent upon the completion of the Veoneer Acquisition. In the
event that (x) the Veoneer Acquisition is not consummated on or
prior to December 19, 2023 or such later date as the parties to the
agreement (the “Equity Purchase Agreement”) governing the Veoneer
Acquisition may agree as the “End Date” thereunder (the “End Date”)
or (y) the Equity Purchase Agreement is terminated, Magna will be
required to redeem all of the notes then outstanding at a
redemption price equal to 101% of the principal amount of the notes
plus accrued and unpaid interest, if any, to, but excluding, the
redemption date.
RBC Capital Markets, Scotiabank and TD
Securities are acting as joint bookrunners for the offering.
This release shall not constitute an offer to
sell or a solicitation of an offer to buy any securities, nor shall
there be any sale of these securities, in any province or
jurisdiction in which such an offer, solicitation or sale would be
unlawful. The notes have not been and will not be qualified for
distribution to the public by prospectus under the securities laws
of any province or territory of Canada and will not be registered
under the Securities Act of 1933, as amended, or any state
securities laws and will not be offered or sold in the United
States, nor will they be offered or sold in any country other than
Canada. The notes will be offered on a private placement basis in
Canada to “accredited investors” who are not individuals, unless
such individuals are also “permitted clients” under applicable
Canadian securities laws.
INVESTOR CONTACT
Louis Tonelli, Vice-President, Investor
Relationslouis.tonelli@magna.com │ 905.726.7035
MEDIA CONTACT
Tracy Fuerst, Vice-President, Corporate
Communications & PRtracy.fuerst@magna.com │ 248.761.7004
OUR BUSINESS1
Magna is more than one of the world’s largest
suppliers in the automotive space. We are a mobility technology
company with a global, entrepreneurial-minded team of over 168,0002
employees and an organizational structure designed to innovate like
a startup. With 65+ years of expertise, and a systems approach to
design, engineering and manufacturing that touches nearly every
aspect of the vehicle, we are positioned to support advancing
mobility in a transforming industry. Our global network includes
343 manufacturing operations and 88 product development,
engineering and sales centres spanning 29 countries.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release
constitute “forward-looking information” or “forward-looking
statements” (collectively, “forward-looking statements”).
Forward-looking statements in this press release include, but are
not limited to, the expected closing date of the offering, the
intended use of the net proceeds from the offering, the
consummation of the Veoneer Acquisition and any redemption of the
notes and are subject to, and expressly qualified by, the
cautionary disclaimers that are set out in Magna’s regulatory
filings. Please refer to the confidential offering memorandum
relating to the offering of the notes, as well as Magna’s most
current Management’s Discussion and Analysis of Results of
Operations and Financial Position, Annual Information Form and
Annual Report on Form 40-F, as replaced or updated by any of
Magna’s subsequent regulatory filings, which set out the cautionary
disclaimers, including the risk factors that could cause actual
events to differ materially from those indicated by such
forward-looking statements.
_________________________________
1 Manufacturing operations, product development, engineering and
sales centres include certain operations accounted for under the
equity method.2 Number of employees includes approximately 158,000
employees at our wholly owned or controlled entities and over
10,000 employees at certain operations accounted for under the
equity method.
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