New Enterprise Stone & Lime Co., Inc. ("NESL" or the "Company"), a leading privately held, vertically integrated construction materials supplier in Pennsylvania and western New York, announced today that it intends to offer $200.0 million aggregate principal amount of its Senior Notes due 2028 (the "Notes") in a private placement.
Concurrently with the announcement of the Notes offering, the Company announced a cash tender offer (the "Tender Offer") for any and all of the Company’s outstanding 10.125% Senior Notes due 2022 (the "2022 Notes"). In connection with the Tender Offer, the Company is also soliciting consents from the holders of the 2022 Notes to amend certain provisions of the indenture governing the 2022 Notes (the "Consent Solicitation"). The Company intends to use the net proceeds from the offering of the Notes, together with cash on hand and borrowings under its revolving credit facility, to fund the Tender Offer, the Consent Solicitation and the satisfaction and discharge of the Company’s obligations under the 2022 Notes and the related indenture (and the subsequent redemption of any 2022 Notes that remain outstanding after the initial settlement date of the Tender Offer) and to pay related fees and expenses.
The Notes are being offered in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and to certain non-U.S. persons outside the United States in offshore transactions in reliance on Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements or a transaction not subject to the registration requirements of the Securities Act or any state securities laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful.
About New Enterprise Stone & Lime Co., Inc.
New Enterprise Stone & Lime Co., Inc. is a leading privately held, vertically integrated construction materials supplier and heavy/highway construction contractor in Pennsylvania and western New York. Our core businesses include: construction materials (aggregate production (crushed stone, sand and gravel), hot mix asphalt production and ready mixed concrete production) and heavy/highway construction (heavy construction, hot mix asphalt paving and other site preparation services).
Statements included herein may constitute forward looking statements. These statements are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in the Company’s reports. The Company undertakes no duty to update any forward looking statements made herein.
At the Company:
Paul I. Detwiler, III
President and Chief Executive Officer
Joe Hassett, SVP