J.B. POINDEXTER & CO., INC. ANNOUNCES CLOSING OF $600 MILLION PRIVATE SENIOR UNSECURED NOTES OFFERING

Portion of proceeds to be used for the purchase and redemption of all outstanding 7.125% senior unsecured notes due 2026

HOUSTON, Dec. 18, 2023 /PRNewswire/ -- J.B. Poindexter & Co., Inc. (the "Company"), a privately-held company, today announced that it has closed its private offering of $600 million aggregate principal amount of senior unsecured notes due 2031 (the "2031 Notes"), an increase of $50 million over its previously announced offering size. The 2031 Notes were priced at 100% of the principal amount and will bear interest at 8.750% per annum.

The 2031 Notes are guaranteed by certain subsidiaries of the Company. The Company will pay interest on the 2031 Notes semi-annually on June 15 and December 15 of each year, beginning June 15, 2024.

The Company intends to use the net proceeds of the offering (i) to purchase the Company's 7.125% Senior Unsecured Notes due 2026 (the "2026 Notes") that were tendered and accepted for purchase in the previously announced cash tender offer (the "Tender Offer"), (ii) to pay related fees and expenses, (iii) to satisfy and discharge the indenture governing the 2026 Notes and redeem at par on April 15, 2024 the 2026 Notes that remain outstanding following the consummation of the Tender Offer and (iv) with respect to the remainder, for working capital and general corporate purposes, including acquisitions. Upon satisfaction and discharge of the indenture governing the 2026 Notes, the Company will no longer be subject to the covenants in the indenture governing the 2026 Notes.

The 2031 Notes were offered by the initial purchasers to persons reasonably believed to be "qualified institutional buyers" in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act. The 2031 Notes have not been, and will not be, registered under the Securities Act or any state securities laws, and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the 2031 Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful. This press release shall not constitute an offer to purchase or the solicitation of an offer to sell the 2026 Notes or a notice of redemption with respect to the 2026 Notes.

About J.B. Poindexter & Co., Inc.

J.B. Poindexter & Co., Inc. is a privately-held company that designs, manufactures and markets commercial truck bodies, step vans and delivery vehicles, service/utility truck and van bodies, commercial vehicle storage and shelving systems, pick-up truck caps and tonneau covers, funeral coaches and limousines, specialty industrial parts and expandable foam packaging products. Since its formation in the mid-1980s, J.B. Poindexter & Co., Inc. has grown to be a leading manufacturing-focused business. J.B. Poindexter & Co., Inc. operates under a semi-decentralized business model, with eight independent business units.

Forward-Looking Statements

The information presented in this press release includes forward-looking statements and are based on future expectations, plans and prospects for our business and operations that involve a number of risks and uncertainties. These statements often utilize words such as "believes," "estimates," "anticipates," "expects," "expected," "plans," "intends," "may," "will" or "should" and similar expressions. These forward-looking statements include statements related to the Company's intentions regarding the intended use of proceeds; the completion of the purchase and the redemption of the 2026 Notes; and other matters. These statements involve risks and uncertainties, and actual results may differ. These risks and uncertainties include, but are not limited to, our ability to consummate the purchase of the 2026 Notes or the redemption of the 2026 Notes; market conditions relating to the issuance of debt securities; and other risks set forth in the offering documentation. The Company assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates.

SOURCE J.B. Poindexter & Co., Inc.