BorgWarner Inc.
08/14/2024 | Press release | Distributed by Public on 08/14/2024 06:53
BorgWarner Announces Final Results of its Cash Tender Offers for its Senior Notes
Auburn Hills, Michigan, August 14, 2024 - BorgWarner Inc. (NYSE: BWA) (the "Company") today announced the expiration and final results of its previously announced tender offers (the "Tender Offers") to purchase for cash any and all of the Company's outstanding 3.375% Senior Notes due 2025 (the "3.375% Notes") and 5.000% Senior Notes due 2025 (the "5.000% Notes" and collectively with the 3.375% Notes, the "Notes"), on the terms and conditions set forth in the Offer to Purchase, dated August 7, 2024 (the "Offer to Purchase") and the related Notice of Guarantee Delivery attached to the Offer to Purchase (the "Notice of Guaranteed Delivery" and collectively with the Offer to Purchase, the "Tender Offer Documents").
The Tender Offers expired at 5:00 p.m., New York City time, on August 13, 2024 (such time and date, the "Expiration Time").
At the Expiration Time, according to information provided by the tender and information agent for the Tender Offers, the aggregate principal amount of each series of Notes validly tendered and not validly withdrawn pursuant to the Tender Offers, which includes the aggregate principal amount of each series of Notes reflected in notices of guaranteed delivery delivered, are set forth in the table below. Withdrawal rights for the Tender Offers expired at the Expiration Date, and accordingly, Notes validly tendered in the Tender Offers may no longer be withdrawn except where additional withdrawal rights are required by law.
| Title of Security | CUSIP No. | Principal Amount Outstanding | Principal Amount Tendered | Percentage of Outstanding Amount Tendered |
| 3.375% Senior Notes Due 2025 | 099724AJ5 | $384,747,000 | $50,975,000 | 13.26% |
| 5.000% Senior Notes Due 2025 | 099724AM8 / U0560UAA0 | $453,187,000 | $64,918,000 | 14.32% |
The Company expects to accept for payment all Notes of each series validly tendered and not validly withdrawn prior to the Expiration Time. Payment for all Notes (including Notes tendered by Notice of Guaranteed Delivery) will be made on August 16, 2024. Consummation of the Tender Offers and payment for the Notes remain subject to the satisfaction or waiver of a financing condition and certain other conditions as set forth in the Tender Offer Documents.
BofA Securities, Inc., Citigroup Global Markets Inc. and Wells Fargo Securities, LLC served as the dealer managers for the Tender Offers. Global Bondholder Services Corporation served as the tender and information agent for the Tender Offers.