Alta Equipment Group Inc., today announced that it intends to offer, subject to market and other conditions, $300 million in aggregate principal amount of its senior secured second lien notes due 2026 in a private offering (the “offering”) that is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The notes will be guaranteed by all of the Company’s subsidiaries and will be secured by a second lien on substantially all of the assets of the Company and its subsidiaries. Concurrent with the closing of the offering the Company and its subsidiaries expect to refinance the Company’s senior credit obligations by entering into a $350 million amended and restated credit agreement and a $40 million amended and restated floor plan financing agreement (together, the “First Lien Facilities”), which agreements will be secured by a first priority lien on the same assets securing the notes. The Company intends to use the net proceeds from the offering, together with the proceeds of new borrowings under the First Lien Facilities, to repay certain of its current outstanding indebtedness, to pay fees and expenses incurred in connection with the offering and, to the extent there are remaining proceeds, for general corporate purposes.
The notes have not been and will not be registered under the Securities Act, or the securities laws of any other place. Unless they are registered, the notes may be offered only in transactions that are exempt from registration under the Securities Act and applicable state securities laws. The notes will be offered by the initial purchasers of the notes only to persons reasonably believed to be qualified institutional buyers under Rule 144A and to non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act.
