PHINIA Inc. (NYSE: PHIN) announced plans to offer $400 million in aggregate principal of unsecured senior notes, due 2032, through a private offering, pending market conditions and customary requirements. This offering will be exempt from registration under the Securities Act of 1933.
The senior notes will be guaranteed by PHINIA’s subsidiaries that also guarantee its credit facilities and 6.75% senior secured notes due 2029. PHINIA plans to use the proceeds from this offering to repay outstanding borrowings under its term loan A facility, cover related fees and expenses, and for general corporate purposes.
These notes will not be registered under the Securities Act or any state securities laws. As such, they cannot be offered or sold in the United States without proper registration or exemption. The offering will be made exclusively to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S of the Securities Act.
This announcement does not constitute an offer to sell or solicit a purchase of these notes in any jurisdiction where such an offer would be illegal prior to registration.
Forward-Looking Statements
This release includes forward-looking statements subject to risks and uncertainties, such as the offering’s completion, the use of proceeds, and the anticipated closing date. Potential factors that could impact the Company’s results include, but are not limited to, economic conditions, regulatory changes, supply chain disruptions, and geopolitical risks. Additional risks are outlined in the Company’s SEC filings. PHINIA cautions against undue reliance on forward-looking statements and assumes no obligation to update them, except as required by law.
