Ontex Group NV announces pricing of €400 million senior notes

Not for release, publication or distribution, directly or indirectly, in or into, or to any person located or resident in or at any address in, the United States of America or to any person located or resident in any other jurisdiction in which it would be unlawful to do so.

 

Aalst, Belgium, March 26, 2025 – Ontex Group NV (Euronext Brussels: ONTEX) ("Ontex"), a leading international developer and producer of personal care products for retailers and healthcare providers, announced today that it has priced its offering of €400 million in aggregate principal amount of 5.250% senior notes due 2030 (the “Notes”). The transaction is expected to close and the Notes to be issued on or about April 3, 2025 (the “Closing Date”), subject to the satisfaction of customary closing conditions. The Notes will be non-callable for two years following the Closing Date.

Ontex intends to use the net proceeds from the offering of the Notes to (i) partially repurchase its outstanding senior notes due 2026 (the "Existing Notes"), and (ii) pay related accrued interest, fees and expenses.

Pro forma for the impact of the foregoing transactions, Ontex estimates that for the year ended December 31, 2024 its cash interest expense would have increased by approximately €0.7 million.

 

Important information

This document does not constitute an offer to sell or a solicitation of an offer to purchase the Existing Notes or any other securities, and shall not constitute an offer to sell or a solicitation of an offer to purchase in the United States or in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. This document does not constitute a notice of redemption or satisfaction and discharge. Any such notice will be given in accordance with the terms of the indenture governing the Existing Notes.

The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. There has been no public offering of securities in the United States in connection with this transaction.

This press release does not constitute a prospectus within the meaning of EU Regulation 2017/1129 (the "Prospectus Regulation").

The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investors in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of the following persons: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive (EU) 2016/97, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in the Prospectus Regulation. Consequently, no key information document required by EU Regulation (EU) No. 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to a retail investor in the EEA has been prepared and, therefore, offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.