nVent Announces Exchange Offer for 3.950% Senior Notes Due 2023 and 4.550% Senior Notes Due 2028
LONDON--(BUSINESS WIRE)--Sep 17, 2018--nVent Electric plc (NYSE:NVT) (“nVent”), a global leader in electrical connection and protection solutions, today announced that nVent Finance S.à r.l., a wholly-owned subsidiary of nVent (the “Issuer”), commenced an offer to exchange all of its outstanding, unregistered 3.950% Senior Notes due 2023 and all of its outstanding, unregistered 4.550% Senior Notes due 2028 (collectively, the “Original Notes”) for new, registered 3.950% Senior Notes due 2023 and 4.550% Senior Notes due 2028, respectively (collectively, the “New Notes”). The New Notes will be fully and unconditionally guaranteed as to the due and punctual payment of the principal of, premium, if any, and interest and additional amounts, if any, on the New Notes by nVent.
The terms of the New Notes to be issued in the exchange offer are substantially identical to those of the Original Notes, except that the New Notes will not have securities law transfer restrictions, and the registration rights relating to the Original Notes and the New Notes will not provide for the payment of additional interest under circumstances relating to the timing of the exchange offer.
The exchange offer will expire at 5:00 p.m. New York City time, on October 16, 2018, unless extended by nVent. Valid tenders of the Original Notes must be made, and may be withdrawn at any time, before the exchange offer expires.
Documents describing the terms of the exchange offer, including the prospectus and transmittal materials for making tenders, may be obtained from the exchange agent, U.S. Bank National Association, by regular, registered or certified mail, by overnight courier or by hand at U.S. Bank National Association, 111 Fillmore Avenue E., St. Paul, Minnesota 55107, Attention: Specialized Finance Department or by facsimile (for eligible institutions only) at (651) 466-7372, Attention: Specialized Finance Department with confirmation by telephone at (800) 934-6802.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities. The exchange offer is being made only pursuant to a prospectus and the related letter of transmittal and only to such persons and in such jurisdictions as is permitted under applicable law.
nVent is a leading global provider of electrical connection and protection solutions. We believe our inventive electrical solutions enable safer systems and ensure a more secure world. We design, manufacture, market, install and service high performance products and solutions that connect and protect some of the world’s most sensitive equipment, buildings and critical processes. We offer a comprehensive range of enclosures, electrical connections and fastening and thermal management solutions across industry-leading brands that are recognized globally for quality, reliability and innovation. Our principal office is in London, United Kingdom and our management office in the United States is in Minneapolis, Minnesota. Our robust portfolio of leading electrical product brands dates back more than 100 years and includes nVent CADDY, ERICO, HOFFMAN, RAYCHEM, SCHROFF and TRACER.
nVent, CADDY, ERICO, HOFFMAN, RAYCHEM, SCHROFF and TRACER are trademarks owned or licensed by nVent Services GmbH or its affiliates.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS This press release contains statements that we believe to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact are forward-looking statements. Without limitation, any statements preceded or followed by or that include the words “targets,” “plans,” “believes,” “expects,” “intends,” “will,” “likely,” “may,” “anticipates,” “estimates,” “projects,” “should,” “would,” “positioned,” “strategy,” “future” or words, phrases or terms of similar substance or the negative thereof, are forward-looking statements. All projections in this press release are also forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond our control, which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include the ability to realize the anticipated benefits from our separation from Pentair (the “Separation”); adverse effects on our business operations or financial results as a result of the consummation of the Separation; the ability of our business to operate independently following the Separation; overall global economic and business conditions impacting our business; the ability to achieve the benefits of our restructuring plans; the ability to successfully identify, finance, complete and integrate acquisitions; competition and pricing pressures in the markets we serve, including the impacts of tariffs; the strength of housing and related markets; volatility in currency exchange rates and commodity prices; inability to generate savings from excellence in operations initiatives consisting of lean enterprise, supply management and cash flow practices; increased risks associated with operating foreign businesses; the ability to deliver backlog and win future project work; failure of markets to accept new product introductions and enhancements; the impact of changes in laws and regulations, including those that limit U.S. tax benefits; the outcome of litigation and governmental proceedings; and the ability to achieve our long-term strategic operating goals. Additional information concerning these and other factors is contained in our filings with the Securities and Exchange Commission, including nVent’s Registration Statement on Form S-4. All forward-looking statements speak only as of the date of this press release. nVent assumes no obligation, and disclaims any obligation, to update the information contained in this press release.
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CONTACT: nVent Electric plc
J.C. Weigelt, 763-204-7750
Vice President, Investor Relations
Jill Saletta, 763-204-7771
Vice President, Communications
KEYWORD: UNITED KINGDOM UNITED STATES EUROPE NORTH AMERICA MINNESOTA
INDUSTRY KEYWORD: BUILDING SYSTEMS ENERGY UTILITIES MANUFACTURING ENGINEERING CONSTRUCTION & PROPERTY
SOURCE: nVent Electric plc
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PUB: 09/17/2018 04:10 PM/DISC: 09/17/2018 04:10 PM