Regal Beloit pushes back closing of $77 million of notes to Sept. 7

By Lisa Kerner

Charlotte, N.C., Aug. 22 - Regal Beloit Corp. and its note purchasers agreed to amend their July 14 note purchase agreement, changing the second closing date to Sept. 7 from Aug. 17, according to a form 8-K filing with the Securities and Exchange Commission.

The closing conditions could not be met for the issue of $16 million of series 2011A 4.09% senior notes, tranche F, due July 14, 2018 and $61 million of series 2011A 4.77% senior notes, tranche G, due July 14, 2021.

The notes are part of Regal Beloit's previously announced $500 million private placement of senior notes.

In July the company placed the following:

• $75 million of series 2011A 4.99% notes, tranche A, due July 14, 2021;

• $75 million of series 2011A 5.09% notes, tranche B, due July 14, 2023;

• $84 million of series 2011A 4.09% notes, tranche C, due July 14, 2018;

• $94 million of series 2011A 4.77% notes, tranche D, due July 14, 2021; and

• $95 million of series 2011A 4.87% notes, tranche E, due July 14, 2023.

Proceeds will be used to finance the acquisition of Electrical Products Co. from A.O. Smith Corp.

Purchasers include Metropolitan Life Insurance Co., Union Fidelity Life Insurance Co., First Sun America Life Insurance Co., Western National Life Insurance Co., Hartford Life Insurance Co., New York Life Insurance Co., Connecticut General Life Insurance Co., Cigna Life Insurance Co. of North America, Northwestern Mutual Life Insurance Co., Gibraltar Life Insurance Co., Ltd., Physicians Mutual Insurance Co., United of Omaha Life Insurance Co., Guardian Life Insurance Co. of America, Berkshire Life Insurance Co. of America, Genworth Life Insurance Co., Allstate Life Insurance Co. of New York, Woodmen of the World Life Insurance Society, Life Insurance Co. of the Southwest, Southern Farm Bureau Life Insurance Co., Ameritas Life Insurance Corp., State of Wisconsin Investment Board and Assurity Life Insurance Co.

The notes have a make-whole call at Treasuries plus 50 basis points.

Under the note purchase agreement, Regal Beloit must not allow its consolidated debt-to-consolidated EBITDA ratio to exceed 3.75 to 1 except for under specified circumstances. The company must also maintain a consolidated EBITDA-to-consolidated interest expense ratio of more than 2.50 to 1, a prior SEC filing said.

Regal Beloit manufactures electric motors, mechanical and electrical motion controls and power generation products and is based in Beloit, Wis.

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