Johnson Controls International ups cap for two-series tender offer, gives early tally

By Marisa Wong

Los Angeles, Aug. 21 – Johnson Controls International plc announced the early results of its Aug. 7 tender offers to purchase for cash up to $100 million aggregate principal amount of notes from two series.

The company also announced on Monday morning that it anticipates increasing the aggregate tender cap by an amount up to $15 million, so that the maximum purchase amount would be up to $115 million aggregate principal amount of securities, depending on pricing to be determined later on Monday.

As of 5 p.m. ET on Aug. 18, the early tender date, holders had tendered the following notes, listed in order of acceptance priority:

• $258,555,000, or 54.2%, of the $477,006,000 outstanding 5.125% senior notes due 2045 (Cusip: 478375AS7), with pricing to be based on the 3.875% Treasury due May 15, 2043 and a fixed spread of 110 basis points; and

• $87,855,000, or 17.57%, of the $500 million outstanding 4.5% notes due 2047 (Cusip: 478375AU2), with pricing to be based on the 3.375% Treasury due Nov. 15, 2048 and a fixed spread of 130 bps.

Holders who tendered their notes at or prior to the early tender deadline will be eligible to receive the applicable total consideration. The total consideration includes an early tender premium of $50 for each $1,000 principal amount of notes tendered by the early deadline.

Pricing was scheduled to be determined at 9 a.m. ET on Aug. 21.

Holders will also receive accrued interest to but excluding the settlement date.

The company currently expects to settle early tendered notes on Aug. 22.

The offer will expire at 5 p.m. ET on Sept. 5.

However, because the aggregate amount of securities tendered by the early tender date exceeds the offer cap and because securities tendered at or prior to the early deadline have priority over any securities tendered after the early deadline, no securities tendered after the early tender date will be accepted for purchase, regardless of acceptance priority levels.

Tenders may no longer be withdrawn.

Morgan Stanley (212 761-1057 or 800 624-1808) is the dealer manager for the offer.

D. F. King & Co., Inc. (888 541-9895, 212 269-5550 or jci@dfking.com) is the tender agent and information agent.

Johnson Controls is a Milwaukee-based industrial company with legal headquarters in Cork, Ireland.

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