QUINCY, Ill. (March 7, 2013) — Titan International Inc. has priced its previously announced offering of its 7.875 percent Senior Secured Notes due 2017.
The notes are being offered by the initial purchasers only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the U.S. in compliance with Regulation S, Quincy-based Titan said. The size of the offering was increased from the previously announced $275 million aggregate principal amount to $325 million aggregate principal amount. The issue price is 106.250 percent of the principal amount of the notes.
The notes will be issued under the indenture dated Oct. 1, 2010, pursuant to which the company issued $200 million aggregate principal amount of its 7.875 percent Senior Secured Notes due in 2017. The notes will form a single series with the existing notes and will vote as one class under the indenture, according to Titan. "However, until such time as the notes become freely transferable under the Securities Act of 1933, as amended, the notes will have a restricted CUSIP (Committee on Uniform Securities Identification Procedures) and will not trade together with the existing notes," the company added.
Titan said it intends to use the net proceeds from the offering to repay a portion of the existing indebtedness of certain of its indirect subsidiaries under the European credit facilities assumed as part of its acquisition of Titan Europe Plc. in the fourth quarter of 2012. The company also plans to use any remaining net proceeds from the offering of the notes for general corporate purposes, which may include financing potential future acquisitions and repayment of other existing obligations.
The company said its press release on the notes offering "does not constitute an offer to sell, or the solicitation of an offer to buy, the notes. Any offers of the notes will be made only by means of a private offering circular."
The notes have not been registered under the Securities Act of 1933, as amended, or any state securities laws, the firm said, and may not be offered or sold in the U.S. without registration or an applicable exemption from registration requirements.
Meanwhile, the Titan board has approved a quarterly cash dividend of one half cent per common share for the first quarter of 2013.
The cash dividend is payable Monday, April 15 to stockholders of record on Thursday, March 28, according to the company.
Titan is a holding company that owns subsidiaries supplying wheels, tires, assemblies and undercarriage products for off-highway equipment used in agricultural, earthmoving/construction and consumer applications.