ST. LOUIS, MO (STL.News) Energizer Holdings, Inc. (NYSE: ENR) (the “Company”) today announced the pricing, on June 9, 2021, of a €650 million offering of 3.5% senior notes due 2029 (the “Notes”) by its indirect wholly-owned subsidiary, Energizer Gamma Acquisition B.V. (the “Issuer”). The Notes are priced at 100.0% of the principal amount thereof. The Notes will be guaranteed, jointly and severally, on an unsecured basis, by the Company and certain of the Company’s domestic restricted subsidiaries.
The Issuer intends to use the net proceeds from the offering of the Notes, together with cash on hand, to (i) fund the conditional redemption to redeem in full the €650 million aggregate principal amount of the Issuer’s outstanding 4.625% Senior Notes due 2026 (the “2026 Notes Redemption”) and (ii) pay fees and expenses related to 2026 Notes Redemption and the offering of the Notes. The offering of the Notes is expected to close on or around June 23, 2021, subject to the satisfaction of applicable conditions.
The Notes and related guarantees are being offered for sale to qualified institutional buyers in an offering of Notes exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States in compliance with Regulation S under the Securities Act.
The Notes and related guarantees have not been registered under the Securities Act or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This press release does 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. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.