O-I Glass, Inc. (the “Company”) announced that Owens-Brockway Glass Container Inc. (“OB Glass”), an indirect wholly owned subsidiary of the Company, intends to offer, subject to market and other conditions, 500 million USD aggregate principal amount of senior notes due 2027 in a private offering to eligible purchasers under Rule 144A and Regulation S of the U.S. Securities Act of 1933, as amended (the “Securities Act”). OB Glass’s obligations under the senior notes will be guaranteed on a joint and several basis by Owens-Illinois Group, Inc. (“OI Group”) and certain U.S. domestic subsidiaries of OI Group that are guarantors under OI Group’s credit agreement.
OB Glass intends to use the net proceeds received from this offering to (i) redeem the remaining 118 million EUR aggregate principal amount (approximately 130 million USD based on the March 31, 2020 exchange rate of 1.00 EUR = 1.101 USD) of the outstanding 4.875 percent Senior Notes due 2021 issued by OI European Group B.V. (“OI Europe”) and (ii) repay 105 million USD of outstanding borrowings under a bilateral term loan due 2021, with the remaining net proceeds to be used to redeem a portion of OB Glass’s outstanding 5.000 percent Senior Notes due 2022.
The senior notes and the guarantees have not been registered under the Securities Act, or applicable state securities laws, and will be offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act and to certain non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act. Unless so registered, the senior notes and the guarantees may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws. Prospective purchasers that are qualified institutional buyers are hereby notified that the seller of the senior notes may be relying on the exemption from the provisions of Section 5 of the Securities Act provided by Rule 144A.