Diversey Announces Pricing of Senior Notes Offering

Sep 15, 2021

FORT MILL, S.C., Sept. 15, 2021 (GLOBE NEWSWIRE) -- Diversey Holdings, Ltd. (NASDAQ: DSEY), a leading provider of hygiene, infection prevention and cleaning solutions, today announced that its indirect, wholly-owned subsidiary, Diamond (BC) B.V. (the “Company”) has priced the private placement of $500.0 million in aggregate principal amount of its 4.625% Senior Notes due 2029 (the “Notes”). The Notes will be issued under an indenture to be entered into upon the closing of the offering, which Diversey anticipates will take place on or about September 29, 2021, subject to customary closing conditions. Diversey intends to use the net proceeds from the offering to repay indebtedness and the remaining amount for general corporate matters and working capital purposes, including expenses relating to the transaction.

The Notes will bear interest at a rate of 4.625% per year, payable semi-annually on April 1 and October 1 of each year, beginning on April 1, 2022. The Notes will mature on October 1, 2029, unless earlier redeemed or repurchased.

The new senior notes will be guaranteed by BCPE Diamond Netherlands TopCo B.V., a private limited liability company incorporated under the laws of the Netherlands, and the Company’s direct parent, and each of the existing and future restricted subsidiaries of the Company to the extent such subsidiary guarantees the Company’s new senior secured credit facilities (other than those subsidiaries organized in Italy).

The Notes are being offered only to persons reasonably believed to be “qualified institutional buyers” in reliance on the exemption from registration pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to persons outside of the United States in compliance with Regulation S under the Securities Act. The Notes and the related guarantees have not been and will not be registered under the Securities Act, or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities or blue sky laws and foreign securities laws.

This press release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security. No offer, solicitation, or sale will be made in any jurisdiction in which such an offer, solicitation, or sale would be unlawful. Any offers of the notes will be made only by means of a private offering memorandum.

MiFID II professionals/ECPs only/No PRIIPs KID. Manufacturer target market (MiFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs Regulation key information document (KID) has been prepared as the notes are not available to retail investors in the EEA or the UK.

About Diversey

Diversey’s mission is to protect and care for people through leading hygiene, infection prevention, and cleaning solutions. We develop and deliver innovative products, services, and technologies that save lives and protect our environment. Over the course of 95 years, the Diversey brand has become synonymous with product quality, service, and innovation.

Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect Diversey’s current intentions, expectations or beliefs regarding the Notes offering and the anticipated use of the net proceeds therefrom. These statements may be preceded by, followed by or include the words “aim,” “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “likely,” “outlook,” “plan,” “potential,” “project,” “projection,” “seek,” “can,” “could,” “may,” “should,” “would,” “will,” the negatives thereof and other words and terms of similar meaning. Forward-looking statements include all statements that are not historical facts. Such forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. There is no assurance that any forward-looking statements will materialize. You are cautioned not to place undue reliance on forward-looking statements, which reflect expectations only as of this date. Diversey does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as required by law.

Diversey Holdings, Ltd.

Investor Contact:
Grant Graver