PLYMOUTH, Mich.–(BUSINESS WIRE)–Horizon Global Corporation (NYSE: HZN), one of the leading manufacturers of branded towing and trailering equipment, today announced the closing of an attractive new financing agreement with Atlantic Park Strategic Capital Fund, L.P. (“Atlantic Park”). The six-year agreement addresses all of the Company’s near-term maturities, provides long-term stability to its capital structure and offers the financial flexibility necessary to pursue its strategic initiatives. Proceeds received by the Company will be used to:
- Repay in full all outstanding debt under the Company’s existing term loan, which would have otherwise matured on April 1, 2022. As a result of the repayment of all amounts outstanding under the existing term loan, it will be terminated and will no longer be in effect.
- Create a $125.0 million delayed draw term loan with enough capacity to repay all of the Company’s outstanding convertible senior notes at maturity on July 1, 2022. The delayed draw term loan has a nominal ticking fee and the Company is not required to draw any amounts prior to June 30, 2022. When the delayed draw term loan is used to fully repay the converts, the Company will not have any substantial maturities prior to February 2027, other than its asset-based revolving credit facility.
Key benefits to the Company of the new agreement also include:
- Significant reduction in interest rates, with new rate of LIBOR + 750 (1% LIBOR floor).
- Flexible financial covenants. Net leverage ratio covenant, which will be initially tested on March 31, 2023, set with significant headroom to the Company’s forecasted earnings growth and deleveraging.
- Call protection schedule provides significant strategic optionality to the Company. Following a one-year no-call period, the agreement provides for a call premium of 102.5 for each of years two through five and par thereafter.
“This financing is a testament to the tremendous effort of all Horizon Global employees. We’ve gained substantial momentum since late 2019, and we continue to work as one global team to optimize the business on a daily basis. In addition to our significant operating improvements over the past 16 months, we have now fully addressed our capital structure issues,” stated Terry Gohl, Horizon Global’s President and Chief Executive Officer. “This momentum continues as we welcome Atlantic Park as a lending partner. Atlantic Park, with its deep credit expertise and growth equity focus, is a terrific partner for us as we enter the next stage of our continued growth and transformation on behalf of our shareholders. We want to thank Atlantic Park for its support of both our management team and the Company’s long-term strategic goals.”
Gohl continued, “In executing against our strategic plan, we’ve challenged ourselves to be opportunistic at every level. This financing is consistent with this mindset. With a six-year tenor, materially lower interest rate and a flexible covenant structure, this financing optimizes our capital structure and provides the financial flexibility we need to support the long-term growth of this business.”
Matthew Bonanno, Managing Director at General Atlantic and member of the Atlantic Park Investment Committee, said, “Atlantic Park is pleased to partner with Horizon Global and to provide an optimized, long-term capital structure to support the business. As a consumer-branded products business, we plan to leverage our expertise in the space to contribute to the company’s continued momentum. We look forward to working alongside Terry and the Horizon Global management team to capture additional growth opportunities across the e-commerce sales channels in order to further aid the company’s transformation.”
The new term loan will bear interest at LIBOR + 750 basis points, with a 1% LIBOR floor, and will mature on February 2, 2027. In connection with the new term loan, the Company issued to Atlantic Park warrants to purchase up to 10.0% of the Company’s pro forma fully diluted shares of common stock at an exercise price of $9.00 per share. The warrants have a five-year term, provide alignment between Atlantic Park and the Company’s shareholders as well as reflect Atlantic Park’s confidence in the growth and long-term value of the Company. Matthew Bonanno will join the Horizon Global board of directors as an observer.
Jefferies served as the exclusive financial advisor to Horizon Global on the transaction.
About Horizon Global
Headquartered in Plymouth, MI, Horizon Global is the #1 designer, manufacturer and distributor of a wide variety of high-quality, custom-engineered towing, trailering, cargo management and other related accessory products in North America and Europe. The Company serves OEMs, retailers, dealer networks and the end consumer as the category leader in the automotive, leisure and agricultural market segments. Horizon provides its customers with outstanding products and services that reflect the Company’s commitment to market leadership, innovation and operational excellence. The Company’s mission is to utilize forward-thinking technology to develop and deliver premium products for our customers, engage with our employees and realize value creation for our shareholders.
Horizon Global is home to some of the world’s most recognized brands in the towing and trailering industry, including: Draw-Tite, Reese, Westfalia, BULLDOG, Fulton and Tekonsha. Horizon Global has approximately 3,900 employees.
For more information, please visit www.horizonglobal.com.
About Atlantic Park
Atlantic Park is a strategic joint venture between General Atlantic, a global growth equity firm established 40 years ago, and Iron Park Capital Partners, a deeply experienced credit-focused asset manager. Atlantic Park provides capital solutions to address financing needs for high-quality companies seeking a trusted partner. Atlantic Park takes a broad industry focus and partners with companies spanning a number of sectors, including Consumer, Financial Services, Healthcare and Technology, with a focus on companies in the United States and Europe. For more information, please visit www.atlanticpark.com.
This release contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements contained herein speak only as of the date they are made and give our current expectations or forecasts of future events. These forward-looking statements can be identified by the use of forward-looking words, such as “may,” “could,” “should,” “estimate,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “target,” “plan” or other comparable words, or by discussions of strategy that may involve risks and uncertainties. These forward-looking statements are subject to numerous assumptions, risks and uncertainties which could materially affect our business, financial condition or future results including, but not limited to, risks and uncertainties with respect to: the impact of the novel coronavirus (COVID-19) pandemic on the Company’s business, results of operations, financial condition and liquidity; the Company’s ability to maintain compliance with the New York Stock Exchange’s continued listing standards; the Company’s debt, including the Company’s ability to comply with the applicable financial covenants related thereto; liabilities and restrictions imposed by the Company’s debt instruments; market demand; competitive factors; supply constraints; material and energy costs; technology factors; litigation; government and regulatory actions including the impact of any tariffs, quotas, or surcharges; the Company’s accounting policies; future trends; general economic and currency conditions; various conditions specific to the Company’s business and industry; the success of the Company’s action plan, including the actual amount of savings and timing thereof; the success of the Company’s business improvement initiatives in Europe-Africa, including the amount of savings and timing thereof; the Company’s exposure to product liability claims from customers and end users, and the costs associated therewith; the Company’s ability to meet its covenants in the agreements governing its debt; factors affecting the Company’s business that are outside of its control, including natural disasters, pandemics, including the current COVID-19 pandemic, accidents and governmental actions; and other risks that are discussed in the Company’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q or Current Reports on Form 8-K. The risks described herein are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deemed to be immaterial also may materially adversely affect our business, financial position and results of operations or cash flows. We caution readers not to place undue reliance on such statements, which speak only as of the date hereof. We do not undertake any obligation to review or confirm analysts’ expectations or estimates or to release publicly any revisions to any forward-looking statement to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
Jeff Tryka, CFA
Investor Relations, Lambert & Co.