James Hardie Issues $1.7 Billion Senior Notes in Private Offering

James Hardie Industries has priced a private offering of $700M in senior secured notes due 2031 and $1B in senior secured notes due 2032, totaling $1.7B. The proceeds will be used to refinance existing debt and fund general corporate purposes.

James Hardie Industries plc (ASX: JHX) has announced the pricing of a private offering of senior secured notes, totaling $1.7 billion. The offering includes $700 million in notes due in 2031 and $1 billion in notes due in 2032. These notes will be issued by the company's wholly-owned subsidiary, JH North America Holdings Inc. [1]

The 2031 notes will bear an annual interest rate of 5.875%, while the 2032 notes will have an annual interest rate of 6.125%. The notes are guaranteed on a senior secured basis by each wholly-owned restricted subsidiary of James Hardie that guarantees its existing senior secured credit facilities. The proceeds from the offering will be used to finance the proposed acquisition of AZEK Company Inc., repay and terminate AZEK's existing credit facility, and pay related transaction fees and expenses [1].

The notes and related guarantees are being offered only to qualified institutional buyers in reliance on the exemption from registration provided by Rule 144A under the Securities Act, or to persons outside the United States under Regulation S. They are not registered under the Securities Act of 1933, as amended, or the securities laws of any other jurisdiction [1].

James Hardie Industries expects the proceeds from the notes offering to be placed into escrow pending the consummation of the proposed AZEK merger. If the merger is not consummated, the Issuer will be required to repay the notes at a redemption price equal to 100% of the initial issue price of the notes, plus accrued and unpaid interest [1].

The announcement comes as part of James Hardie's strategic plans to refinance existing debt and fund general corporate purposes. The company aims to use the net proceeds from the offering, along with borrowings under its credit facilities and cash on hand, to finance the acquisition of AZEK. The transaction is expected to create synergies and enhance the company's financial position [2].

References:
[1] https://www.businesswire.com/news/home/20250603793001/en/James-Hardie-Industries-plc-Announces-Pricing-of-Offering-of-Senior-Secured-Notes
[2] https://www.joplinglobe.com/region/national_business/james-hardie-industries-plc-announces-proposed-private-offering-of-senior-secured-notes/article_e7cd4907-9d33-584f-831f-5069de681138.html