Owens-Brockway will offer a total of USD 700 million aggregate principal amount of senior notes due 2022 and senior notes due 2025 in a private offering to eligible purchasers. Part of the net proceeds will be used to fund the purchase of its 3.00% Exchangeable Senior Notes due 2015.
Owens-Illinois, Inc. (O-I) has announced that Owens-Brockway Glass Container Inc. (OBGC), an indirect wholly owned subsidiary of O-I, intends to offer, subject to market and other conditions, a total of USD 700 million aggregate principal amount of senior notes due 2022 and senior notes due 2025 in a private offering to eligible purchasers under Rule 144A and Regulation S of the Securities Act of 1933, as amended. OBGC’s obligations under the senior notes will be guaranteed on a joint and several basis by Owens-Illinois Group, Inc. (O-I Group), a direct wholly owned subsidiary of O-I Inc. and an indirect parent of OBGC, and the domestic subsidiaries of O-I Group that are guarantors under O-I Group’s credit agreement.
OBGC expects to use a portion of the net proceeds from the senior notes offering to fund the purchase of its 3.00% Exchangeable Senior Notes due 2015, approximately USD 628.7 million aggregate principal amount outstanding as of 30 October 2014, pursuant to the cash tender offer by O-I Group. The tender offer is being made pursuant to an Offer to Purchase dated 3 November 2014, and a Schedule TO, filed by O-I Group with the Securities and Exchange Commission on 3 November 2014, which set forth the terms and conditions of the tender offer. Any net proceeds received from the senior notes offering not used to fund the tender offer will be used for general corporate purposes, which may include the temporary repayment of borrowings under O-I Group’s revolving credit facility pursuant to the credit agreement.
The senior notes and the guarantees have not been registered under the Securities Act, or applicable state securities laws, and will be offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act and to certain non-US persons in transactions outside the United States in reliance on Regulation S under the Securities Act. Unless so registered, the senior notes and the guarantees may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws. Prospective purchasers that are qualified institutional buyers are hereby notified that the seller of the senior notes may be relying on the exemption from the provisions of Section 5 of the Securities Act provided by Rule 144A.