Hayward Holdings Announces Pricing of Secondary Offering of 24,000,000 Shares of Common Stock by Selling Stockholders and Repurchase of Common Stock
03 Mai 2022 - 03:29PM
Business Wire
Hayward Holdings, Inc. (NYSE: HAYW) (the “Company”), a global
designer, manufacturer and marketer of a broad portfolio of pool
equipment and associated automation systems, today announced that
funds affiliated with CCMP Capital Advisors, LP and Alberta
Investment Management Corporation (the “Selling Stockholders”),
announced the pricing of an underwritten secondary offering of
24,000,000 shares of its common stock at a public offering price of
$14.50 per share pursuant to an automatic shelf registration
statement (the “Offering”) filed with the Securities and Exchange
Commission (the “SEC”). The Selling Stockholders intend to grant
the underwriters a 30-day option to purchase up to an aggregate of
3,600,000 additional shares of the Company’s common stock. The
Selling Stockholders will receive all of the net proceeds from this
offering. No shares are being sold by the Company.
Subject to the completion of the Offering, the Company intends
to repurchase from the underwriters 8,000,000 shares of the common
stock being sold in the Offering at a price per share equal to the
price per share paid by the underwriters to the Selling
Stockholders in the Offering. The Company intends to fund the share
repurchase with cash on hand and borrowings under its revolving
credit facility. The closing of the share repurchase is conditioned
on, and expected to occur simultaneously with, the closing of the
Offering. The Offering is expected to close on May 5, 2022 subject
to customary closing conditions.
Goldman Sachs & Co. LLC, BofA Securities and Wolfe | Nomura
Alliance, will act as joint lead book-running managers for the
Offering. Baird, Guggenheim Securities, William Blair, Credit
Suisse, Morgan Stanley and Jefferies are also acting as joint
book-running managers. KeyBanc Capital Markets, BMO Capital Markets
and AmeriVet Securities are acting as co-managers. “Wolfe | Nomura
Alliance” is the marketing name used by Wolfe Research Securities
and Nomura Securities International, Inc. in connection with
certain equity capital markets activities conducted jointly by the
firms. Both Nomura Securities International, Inc. and WR
Securities, LLC are serving as underwriters in the offering
described herein. In addition, WR Securities, LLC and certain of
its affiliates may provide sales support services, investor
feedback, investor education, and/or other independent equity
research services in connection with this offering.
An automatic shelf registration statement (including a
prospectus) relating to the Offering was filed with the SEC on May
2, 2022 and became effective upon filing. Before you invest, you
should read the prospectus in that registration statement and the
documents incorporated by reference in that registration statement
as well as the prospectus supplement related to this Offering. You
may obtain these documents for free by visiting EDGAR on the SEC
website at www.sec.gov. When available, copies of the prospectus
supplement and accompanying prospectus related to the Offering may
also be obtained from Goldman Sachs & Co. LLC, Attention:
Prospectus Department, 200 West Street, New York, NY 10282,
telephone: 1-866-471-2526, facsimile: 212-902-9316 or email:
prospectus-ny@ny.email.gs.com; BofA Securities, Attention:
Prospectus Department, by email at dg.prospectus_requests@bofa.com;
Nomura Securities International, Inc., Attention: Equity Syndicate
Department, Worldwide Plaza, 309 West 49th Street, New York, New
York 10019-7316, telephone: 212-667-9000; and WR Securities, LLC.,
Attention: Equity Syndicate Department, 757 Third Avenue, 6th Floor
New York, NY 10017, telephone: (646) 845-0700.
The offering of these securities will be made only by means of a
prospectus supplement and the accompanying prospectus. This press
release shall not constitute an offer to sell or the solicitation
of an offer to buy, nor shall there be any sale of these securities
in any state or other jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or other
jurisdiction. Any offer to buy the securities may be withdrawn or
revoked, without obligation or commitment of any kind, at any time
prior to notice of its acceptance given after the effective
date.
About Hayward Holdings, Inc.
Hayward Holdings, Inc. (NYSE: HAYW) is a leading global designer
and manufacturer of pool equipment and technology all key to the
SmartPad™ conversion strategy designed to provide a superior
outdoor living experience. Hayward offers a full line of
innovative, energy-efficient and sustainable residential and
commercial pool equipment, including a complete line of advanced
pumps, filters, heaters, automatic pool cleaners, LED lighting,
internet of things (IoT) enabled controls, alternate sanitizers and
water features.
Forward-Looking Statements
This press release contains forward-looking statements.
Investors are cautioned not to place undue reliance on these
forward-looking statements, including statements about the
completion, timing and size of the proposed public offering and
share repurchase. Each forward-looking statement is subject to the
inherent uncertainties in predicting future results and conditions
and no assurance can be given that the public offering and share
repurchase discussed above will be completed on the terms described
or at all. Completion of the proposed public offering and share
repurchase and the terms thereof are subject to numerous factors,
many of which are beyond the control of Hayward, including, without
limitation, market conditions, failure of customary closing
conditions and the risk factors and other matters set forth in the
prospectus included in the registration statement, in the form last
filed with the SEC. These forward-looking statements speak only as
of the date of this press release and Hayward undertakes no
obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
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Investor Relations: Hayward Investor Relations
908-288-9706 investor.relations@hayward.com Media Relations:
Tanya McNabb tmcnabb@hayward.com
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