BRAINTREE, Mass., Feb. 28, 2011 (GLOBE NEWSWIRE) -- Altra Holdings, Inc. (Nasdaq:AIMC), a leading global supplier of clutch brakes, couplings, gearing, belted drives and power transmission components, today announced its intention to offer, subject to market and other conditions, $75 million aggregate principal amount of convertible senior notes due 2031 in a private offering to qualified institutional buyers pursuant to Rule 144A of the U.S. Securities Act of 1933, as amended (the "Securities Act"). Altra Holdings also expects to grant a 13-day option to the initial purchasers of the notes to purchase up to an additional $10 million aggregate principal amount of notes solely to cover over-allotments, if any.
Upon conversion, and subject to certain limitations, the notes may be settled, at the election of Altra Holdings, in cash, shares of Altra Holdings' common stock, or a combination of cash and shares of Altra Holdings' common stock. Holders of the notes will have the right to require Altra Holdings to repurchase for cash all or some of their notes on specified dates. The interest rate, conversion rate, conversion price and other terms of the notes will be determined at the time of the pricing of the offering. The notes will be fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by each of Altra Holdings' existing and future domestic restricted subsidiaries.
Altra Holdings plans to use the net proceeds of the offering to fund, in part, the purchase price related to the acquisition of substantially all assets and liabilities of Danfoss Bauer GmbH if and when the acquisition closes. Altra Holdings intends to use the remaining net proceeds for general corporate purposes, including potential acquisitions.The notes have not been and will not be registered under the Securities Act or applicable state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act or applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the notes, nor shall there be any sale of the notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.