RPM International Inc. Announces $250 Million Note Offering

May 26, 2015, 17:31 ET from RPM International Inc.

MEDINA, Ohio, May 26, 2015 /PRNewswire/ -- RPM International Inc. (NYSE: RPM) announced today that it agreed to sell $250 million aggregate principal amount of its 5.250% Notes due June 1, 2045 (the "Notes") pursuant to the provisions of an underwriting agreement dated May 26, 2015 among RPM and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Santander Investment Securities Inc. as representatives of the underwriters.  The company will pay interest on the Notes semi-annually on June 1st and December 1st of each year, beginning on December 1, 2015.  The sale of the Notes is expected to close May 29, 2015.

The expected net proceeds will be approximately $245.5 million after deducting the underwriting discount and RPM's expenses related to the offering.  RPM intends to use the net proceeds from the offering of the Notes to repay a portion of the outstanding borrowings under its revolving credit facility.  The outstanding borrowings under RPM's revolving credit facility were made to pay a portion of RPM's initial payment to the trust established under the bankruptcy plan for Specialty Products Holding Corp. and related entities, and to provide working capital and fund acquisitions over the past twelve months.

This press release shall not constitute an offer to sell, nor the solicitation of an offer to buy, any of the securities, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale is not permitted.  The offering of the Notes was registered under the Securities Act of 1933, as amended, and is being made pursuant to RPM's Registration Statement on Form S-3 filed by RPM with the Securities and Exchange Commission ("SEC").

The Notes will be offered pursuant to an effective registration statement filed with the SEC.  Before investing, investors should read the prospectus in the registration statement and applicable prospectus supplement and other documents the company has filed or will file with the SEC for more complete information about the company and the offering.  These documents may be obtained for free by visiting EDGAR on the SEC website.  Alternatively, RPM, or any underwriter or any dealer participating in the offering, will arrange to send you the prospectus if you request it by calling or e-mailing Merrill Lynch, Pierce, Fenner & Smith Incorporated at 1-800-294-1322 or dg.prospectus_requests@baml.com or by calling Santander Investment Securities Inc. at 1-855-403-3636.

About RPM

RPM International Inc. owns subsidiaries that are world leaders in specialty coatings, sealants, building materials and related services for both industrial and consumer markets. RPM's industrial products include roofing systems, sealants, corrosion control coatings, flooring coatings and specialty chemicals. Industrial companies include Stonhard, Tremco, illbruck, Carboline, Flowcrete, Day-Glo, Dryvit and Euclid Chemical. RPM's consumer products are used by professionals and do-it-yourselfers for home maintenance and improvement and by hobbyists. Consumer brands include Rust-Oleum, DAP, Zinsser, Varathane and Testors.

For more information, contact Barry M. Slifstein, vice president - investor relations and planning, at 330-273-5090 or bslifstein@rpminc.com.

This press release contains "forward-looking statements" relating to our business. These forward-looking statements, or other statements made by us, are made based on our expectations and beliefs concerning future events impacting us, and are subject to uncertainties and factors (including those specified below) which are difficult to predict and, in many instances, are beyond our control. As a result, our actual results could differ materially from those expressed in or implied by any such forward-looking statements. These uncertainties and factors include (a) global markets and general economic conditions, including uncertainties surrounding the volatility in financial markets, the availability of capital and the effect of changes in interest rates, and the viability of banks and other financial institutions; (b) the prices, supply and capacity of raw materials, including assorted pigments, resins, solvents and other natural gas- and oil-based materials; packaging, including plastic containers; and transportation services, including fuel surcharges; (c) continued growth in demand for our products; (d) legal, environmental and litigation risks inherent in our construction and chemicals businesses and risks related to the adequacy of our insurance coverage for such matters; (e) the effect of changes in interest rates; (f) the effect of fluctuations in currency exchange rates upon our foreign operations; (g) the effect of non-currency risks of investing in and conducting operations in foreign countries, including those relating to domestic and international political, social, economic and regulatory factors; (h) risks and uncertainties associated with our ongoing acquisition and divestiture activities; (i) risks related to the adequacy of our contingent liability reserves;  and (j) other risks detailed in our filings with the Securities and Exchange Commission, including the risk factors set forth in our Annual Report on Form 10-K for the year ended May 31, 2014, as the same may be updated from time to time. We do not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of this release.

SOURCE RPM International Inc.