CSW Industrials Announces Upsize and Pricing of Public Offering of Common Stock
05 September 2024 - 10:30PM
CSW Industrials, Inc. (Nasdaq: CSWI) today announced the upsize and
pricing of its previously announced underwritten registered public
offering of its common stock. The size of the offering increased
from the previously announced 1,000,000 shares to 1,100,000 shares
of the company’s common stock at a price to the public of $285 per
share, for gross proceeds of approximately US$313.5 million, before
the underwriting discount and estimated offering expenses.
Additionally, the Company has granted the underwriters a 30-day
option to purchase up to an additional 165,000 shares of its common
stock at the public offering price less the underwriting discount.
The offering is expected to close on or about September 6, 2024,
subject to market and other customary closing conditions.
The Company intends to use the net proceeds to repay outstanding
debt, with the remainder for general corporate purposes, including
potential future acquisitions. J.P. Morgan, Goldman Sachs & Co.
LLC and Truist Securities are acting as lead book-running managers.
Wells Fargo Securities and Citigroup are acting as joint
book-running managers. CJS Securities, Comerica Securities,
TPH&Co., the energy business of Perella Weinberg Partners and
Zions Capital Markets are acting as co-managers of the
offering.
The shares described above are being offered by the Company
pursuant to the Company’s shelf registration statement on Form S-3
(File No. 333-281932), including a base prospectus, that was
previously filed by the Company with the Securities and Exchange
Commission (“SEC”) and that became automatically effective on
September 4, 2024. The offering will be made only by means of a
preliminary prospectus supplement and the accompanying base
prospectus are available for free on the SEC’s website located at
http://www.sec.gov. A final prospectus relating to the offering
will be filed with the SEC and may be obtained, when available, by
contacting: J.P. Morgan Securities LLC, c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email
at prospectus-eq_fi@jpmchase.com and
postsalemanualrequests@broadridge.com or Goldman Sachs & Co.
LLC, Attention: Prospectus Department, 200 West Street, New York,
New York 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316
or by emailing prospectus-ny@ny.email.gs.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor is there any offer or sale of
these securities in any state or jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
Safe Harbor StatementThis press
release includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, which are made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995, as amended. Words such as “expects” or “intends” or
other similar expressions are intended to identify forward-looking
statements. Such statements relate to the proposed public offering
and the anticipated use of the net proceeds from the offering. No
assurance can be given that the offering discussed above will be
completed on the terms described, or at all.
The forward-looking statements included in this press release
are based on our current expectations, projections, estimates, and
assumptions. These statements are only predictions, not guarantees.
Such forward-looking statements are subject to numerous risks and
uncertainties that are difficult to predict. These risks and
uncertainties may cause actual results to differ materially from
what is forecast in such forward-looking statements, and include,
without limitation, the risk factors described from time to time in
our filings with the Securities and Exchange Commission, including
our Annual Report on Form 10-K.
All forward-looking statements included in this press release
are based on information currently available to us, and we assume
no obligation to update any forward-looking statement except as may
be required by law.
About CSW Industrials
CSW Industrials is a diversified industrial growth company with
industry-leading operations in three segments: Contractor
Solutions, Specialized Reliability Solutions, and Engineered
Building Solutions. CSWI provides niche, value-added products with
two essential commonalities: performance and reliability. The
primary end markets we serve with our well-known brands include:
HVAC/R, plumbing, general industrial, architecturally-specified
building products, energy, mining, and rail transportation.
Investor Relations
Alexa HuertaVice President, Investor Relations, &
Treasurer214-489-7113alexa.huerta@cswindustrials.com
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