JELD-WEN Announces Closing of $800 Million Senior Notes Offering, Debt Refinancing and Amendments of Credit Facilities
CHARLOTTE, N.C.--(BUSINESS WIRE)--
JELD-WEN Holding, Inc. (“JELD-WEN” or “the Company”) (NYSE:JELD) today
announced that its direct, wholly-owned subsidiary, JELD-WEN, Inc. (the
“Issuer”), completed its previously announced offering of $400 million
of 4.625% senior notes due 2025 (the “2025 Notes”) and $400 million of
4.875% senior notes due 2027 (the “2027 Notes” and together with the
2025 Notes, the “Notes”) in a private placement exempt from registration
under the Securities Act of 1933, as amended (the “Securities Act”). The
Issuer used net proceeds from the offering to partially repay existing
term loan debt.
JELD-WEN also announced today that the Company and certain of its
subsidiaries entered into amendments to their existing term loan credit
agreement (the “Term Loan Credit Agreement”) and asset-based revolving
credit agreement (the “ABL Credit Agreement”).
Following repayment of approximately $787 million of outstanding term
loan indebtedness with net proceeds of the offering of the Notes, the
amended $440 million term loan facility will mature December 2024
(extended from July 2022) and will bear interest at a rate of LIBOR plus
175 to 200 basis points, determined based upon the Company’s corporate
credit rating, with a LIBOR floor of 0%. This compares favorably to the
previous rate of LIBOR plus 275 to 300 basis points, determined based
upon the Company’s leverage ratio, with a LIBOR floor of 1%, under the
existing Term Loan Credit Agreement. The amendments to the Term Loan
Credit Agreement also modify certain other terms and provisions,
including to provide for additional covenant flexibility and additional
capacity under the incremental facility, and to conform to certain terms
and provisions of the Notes.
The amended $300 million asset-based revolving credit facility will
mature December 2022 (extended from October 2019) and will bear interest
primarily at a rate of LIBOR plus 125 to 175 basis points, determined
based upon availability under the facility. This compares favorably to
the previous rate of LIBOR plus 150 to 200 basis points under the
existing ABL Credit Agreement. The amendments to the ABL Credit
Agreement also make certain adjustments to the borrowing base and modify
certain other terms and provisions, including to provide for additional
covenant flexibility and additional flexibility under the incremental
facility, and to conform to certain terms and provisions of the amended
Term Loan Credit Agreement.
The Company anticipates that the amendments to the Term Loan Credit
Agreement and the ABL Credit Agreement, and the issuance of the Notes
(together, the “Refinancing”) will establish a long-term capital
structure that provides strategic, operating, and financial flexibility.
The Company expects the Refinancing to enhance the Company’s ability to
pursue future strategic growth initiatives such as acquisitions. As a
result of the Refinancing, the Company expects one-time charges in the
quarter ending December 31, 2017 of approximately $23 million to write
off unamortized original issue discount and existing debt issuance
costs, and approximately $5 million to unwind existing interest rate
swap arrangements.
The Notes were offered and sold in a private placement to qualified
institutional buyers pursuant to Rule 144A under the Securities Act and
to certain non-U.S. persons in transactions outside of the United States
in reliance on Regulation S under the Securities Act. The Notes will not
be registered under the Securities Act or the securities laws of any
state or jurisdiction and may not be offered or sold in the United
States absent registration or an applicable exemption from the
registration requirements of the Securities Act.
This press release does not constitute an offer to sell or the
solicitation of an offer to purchase the Notes, nor shall there be any
sale of the Notes in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
About JELD-WEN
JELD-WEN, founded in 1960, is one of the world’s largest door and window
manufacturers, operating over 120 manufacturing facilities in 19
countries located primarily in North America, Europe and Australia.
Headquartered in Charlotte, North Carolina, JELD-WEN designs, produces
and distributes an extensive range of interior and exterior doors, wood,
vinyl and aluminum windows and related products for use in the new
construction and repair and remodeling of residential homes and
non-residential buildings. JELD-WEN is a recognized leader in
manufacturing energy-efficient products and has been an ENERGY STAR®
Partner since 1998. Our products are marketed globally under the
JELD-WEN® brand, along with several market-leading regional brands such
as Swedoor® and DANA® in Europe and Corinthian®, Stegbar®, and Trend® in
Australia.
Forward-Looking Statements
This press release contains forward-looking statements. All statements
other than statements of historical fact contained in this press release
are forward-looking statements, including all statements regarding the
offering of the Notes. Forward-looking statements are generally
identified by our use of forward-looking terminology such as
“anticipate”, “believe”, “continue”, “could”, “estimate”, “expect”,
“intend”, “may”, “might”, “plan”, “potential”, “predict”, “seek”, or
“should”, or the negative thereof or other variations thereon or
comparable terminology. Where, in any forward-looking statement, we
express an expectation or belief as to future results or events, such
expectation or belief is based on the current plans, expectations,
assumptions, estimates, and projections of our management. Although we
believe that these statements are based on reasonable expectations,
assumptions, estimates and projections, they are only predictions and
involve known and unknown risks, many of which are beyond our control,
that could cause actual outcomes and results to be materially different
from those indicated in such statements.
Our actual results could differ materially from the results contemplated
by these forward-looking statements due to a number of factors,
including, but not limited to, the factors discussed in our Annual
Report on Form 10-K for the year ended December 31, 2016, and our
Quarterly Reports on Form 10-Q, both filed with the Securities and
Exchange Commission.
The forward-looking statements included in this press release are made
as of the date hereof, and except as required by law, we undertake no
obligation to update, amend or clarify any forward-looking statements to
reflect events, new information or circumstances occurring after the
date of this release.

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JELD-WEN Holding, Inc.
Investor Relations:
John
Linker, +1-704-378-7007
investors@jeldwen.com
or
Media
Relations:
Gary Rubin, +1-503-488-4443
JELD-WEN@cmdagency.com
Source: JELD-WEN Holding, Inc.