J.B. Poindexter & Co., Inc. Announces Proposed Private $200 Million Senior Unsecured Notes Offering

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HOUSTON--(BUSINESS WIRE)-- J.B. Poindexter & Co., Inc. (the ?Company?), a privately-held company, today announced that it intends to offer $200 million aggregate principal amount of senior unsecured notes due 2031 (the ?New 2031 Notes?) in a private offering. The New 2031 Notes, if issued, will form a single series with, and have the same terms as, the Company?s outstanding 8.750% senior notes due 2031 that were previously issued on December 18, 2023 (other than with respect to the issue price and the issue date). The New 2031 Notes will be guaranteed by certain subsidiaries of the Company. The offering of the New 2031 Notes is subject to market and other conditions.

The Company intends to use the net proceeds from the offering (i) to pay related fees and expenses and (ii) to repay the Company?s $175 million bridge credit facility. The Company intends to use any remaining net proceeds to repay the Company?s asset-based lending facility.

The New 2031 Notes will be offered by the initial purchasers only to persons reasonably believed to be ?qualified institutional buyers? in reliance on Rule 144A under the Securities Act of 1933, as amended (the ?Securities Act?), and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act. The New 2031 Notes have not been, and will not be, registered under the Securities Act or any state securities laws, and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the New 2031 Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.

About J.B. Poindexter & Co., Inc.

J.B. Poindexter & Co., Inc. is a privately-held company that, through its business units, designs, manufactures and markets commercial truck bodies, step vans and delivery vehicles, pick-up truck caps and tonneau covers, ambulances and buses, service/utility truck and van bodies, commercial vehicle storage and shelving systems, funeral coaches and limousines, and expandable foam packaging products. Since its formation in the mid-1980s, J.B. Poindexter & Co., Inc. has grown to be a manufacturing-focused business with four of its eight business units having leading market shares in their respective served markets in the United States and Canada.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words ?believe,? ?expect,? ?expected,? ?anticipate,? ?intends,? ?estimate,? ?forecast,? ?project,? ?should,? ?may,? ?will,? ?would? or the negative thereof and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include statements related to the Company?s intentions regarding the timing and completion of the offering; the intended use of proceeds; and other matters. These statements involve risks and uncertainties, and actual results may differ. These risks and uncertainties include, but are not limited to, our ability to consummate the offering; market conditions relating to the issuance of debt securities; and other risks set forth in the offering documentation. The Company assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates.

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Source: J.B. Poindexter & Co., Inc.