CORK, Ireland - Johnson Controls (NYSE:JCI) International plc (NYSE:JCI), a global leader in smart, healthy, and sustainable building technologies, announced today the commencement of tender offers to repurchase up to $90 million of its outstanding senior notes. The offers are structured with acceptance priority levels and include an early tender payment incentive for holders who act before a specified deadline.
The securities subject to the tender offers are the 5.125% Senior Notes due 2045 and the 4.500% Senior Notes due 2047, with acceptance priority levels assigned to each series. The total consideration for the securities, which will be purchased in accordance with these levels, includes an additional early tender payment for those tendered by the early deadline of June 3, 2024.
Holders who validly tender their securities before 5:00 p.m., New York City time, on the early tender date will be eligible to receive the total consideration calculated using a fixed spread over the yield of the U.S. Treasury Reference Security.
The late tender offer consideration, applicable to holders tendering after the early deadline but before the expiration date of June 18, 2024, will be the total consideration minus the early tender payment. All tendered securities will also accrue unpaid interest up to, but not including, the settlement date.
The offers are not contingent upon any minimum amount of securities being tendered but are subject to an aggregate cap and certain other conditions detailed in the offer to purchase. Johnson Controls reserves the right to change the aggregate tender cap at any time, subject to applicable laws and without extending the withdrawal deadline.
Securities tendered can be withdrawn at or before 5:00 p.m., New York City time, on June 3, 2024, unless extended or required by law. The settlement date for securities tendered by the early tender date is anticipated to be June 6, 2024, while the final settlement is expected to occur on June 21, 2024, following the expiration date.
BofA Securities is the dealer manager for the tender offers, and D.F. King & Co., Inc. is the tender and information agent. The Offer to Purchase is being distributed to holders beginning today, with complete details available from the information agent.
This move comes as part of Johnson Controls' ongoing financial management strategy and reflects its commitment to optimizing its capital structure. The company has not made any recommendation to holders regarding the tendering of securities, leaving the decision at the discretion of individual investors.
The announcement is based on a press release statement and provides key information for holders of the company's securities and the investment community at large.
InvestingPro Insights
As Johnson Controls International plc (NYSE:JCI) navigates the financial markets with its recent tender offers, the company's standing in the investment community can be further illuminated by insights from InvestingPro. With a market capitalization of $46.5 billion and a P/E ratio standing at 27.75, the company presents a robust financial profile. Adjusted data from the last twelve months as of Q2 2024 shows a P/E ratio of 21.72, suggesting a valuation that may be considered high in relation to its near-term earnings growth.
An InvestingPro Tip highlights that Johnson Controls has been a consistent provider of shareholder returns, maintaining dividend payments for an impressive 54 consecutive years. This track record, coupled with a 2.14% dividend yield as of the latest data, may appeal to income-focused investors. Furthermore, the company has raised its dividend for the last three years, indicating a commitment to returning value to shareholders amidst its other financial strategies.
InvestingPro also points out that the company has experienced a substantial price uptick over the last six months, with a six-month price total return of 33.39%, and is trading near its 52-week high at 98.01% of this value. This performance underscores Johnson Controls' strong return over the recent period and may be a point of interest for investors evaluating the company's current market dynamics.
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