IRVING, Texas, July 1, 2025 /PRNewswire/ — CP Atlas Buyer, Inc. (the “Company”), the parent company of American Bath Group, LLC (“ABG”), a leading manufacturer of showers, bathtubs and related accessories, today announced that it has priced an offering of $500 million aggregate principal amount of the Company’s 9.750% First Lien Notes due 2030 (the “Notes”). The proposed offering of Notes is expected to close on July 7, 2025 (the “Closing Date”), subject to customary closing conditions.
The Company intends to use the net proceeds from the proposed offering of Notes, together with borrowings under its new tranche of senior secured term loans (the “Amended First Lien Term Loan Facility” and together with the Notes, the “New First Lien Financing Transactions”), to (i) repay in full amounts outstanding under its existing first lien term loan facility, its existing incremental first lien term loan facility and its existing revolving credit facility and pay fees, costs and expenses related thereto, (ii) pay the fees, costs, and expenses related to the Company’s previously announced exchange offer, consent solicitation and private exchange, (iii) fund two potential acquisitions and (iv) to the extent one or both of the potential acquisitions do not close on or prior to the Closing Date, and with respect to any remaining proceeds after the foregoing uses, for general corporate purposes.
Consummation of the proposed offering of Notes is subject to market and other conditions, and there can be no assurance that the Company will be able to successfully complete the proposed offering on the terms described above, or at all.
The Notes and the related Notes guarantees have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. The Notes are being offered and sold only to (i) persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and (ii) to certain non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act. Prospective purchasers that are qualified institutional buyers are hereby notified that the sellers of the Notes may be relying on the exemption from Section 5 of the Securities Act pursuant to Rule 144A. Accordingly, the Notes will be subject to restrictions on resale and transfer.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other securities in connection with the proposed offering of Notes, the exchange offer, the private exchange, any related transactions or otherwise, nor shall it constitute a solicitation of any vote in connection with the consent solicitation or otherwise. There shall be no offer, solicitation or sale of the Notes or any other securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful.
Cautionary Note Regarding Forward Looking Statements
Certain statements made in this press release may be deemed “forward-looking statements” including any statements about the Company’s proposed offering of Notes and the use of proceeds therefrom, exchange offer and consent solicitation, the New First Lien Financing Transactions and certain potential acquisitions. Any statements that are not statements of historical fact should be considered forward-looking statements. These forward-looking statements generally are identified by the words such as “anticipates,” “believes,” “continues,” “could,” “estimates,” “expects,” “intends,” “may,” “outlook,” “plans,” “potential,” “predicts,” “projects,” “seeks,” “should,” “would,” “might,” “outlook,” “thinks,” “expects,” “intends,” “trends,” “will” or similar expressions, may be forward-looking statements. Readers are cautioned not to place undue reliance on forward-looking statements. As with the forward-looking statements included in this press release, these forward-looking statements are by nature inherently uncertain, and actual results may differ materially as a result of many factors, including but not limited to, the adverse impact of failing to consummate the contemplated transactions on our financial condition, business and prospects, the risk that the New First Lien Financing Transactions are not consummated on the terms anticipated or at all and diversion of our management’s attention away from our business in connection with the transactions described herein. All forward-looking statements are based upon information available to the Company and ABG on the date of this press release. The Company and ABG undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Any forward-looking statements involve risks and uncertainties that could cause actual events or results to differ materially from the events or results described in the forward-looking statements. The Company and ABG may not succeed in addressing these and other risks.
About American Bath Group
American Bath Group is a leading North American bathware manufacturer with a comprehensive product offering including showers, integrated tub / showers, bathtubs, shower bases, jetted whirlpools and spas through a broad portfolio of well-recognized brands.
Contact:
Media
Anntal Silver / Daniel Hoadley
[email protected] / [email protected]
SOURCE American Bath Group, LLC
