Vertiv Holdings Co had announced the successful completion of a $2,100 million Senior Unsecured Notes (the "Notes") offering, and closing of a new $2,500 million Senior Unsecured Revolving Credit Facility (the "Revolving Credit Facility"). The Notes offering was the Company's debut offering with an investment grade credit rating. The Company raised $2,080 million in net proceeds from the Notes offering, which was used, together with cash on hand, to repay in full the outstanding balance under the Company's existing secured term loan and pay related fees and expenses.

The offering was split across four tranches of Notes, with 10-year, 20-year, 30-year, and 40-year maturities, which extends the weighted average maturity of Vertiv's debt portfolio. The Company has also entered into a new Revolving Credit Facility with a five-year maturity, which has refinanced and replaced the Company's prior $800 million asset-based revolving credit facility (the "RCF Refinancing"). Following the completion of the Notes offering and the RCF Refinancing, all amounts owed under the Company's existing term loan and the asset-based revolving credit facility have been repaid in full, all commitments with respect thereto have been terminated, and all related guarantees and liens have been released.

BofA Securities Inc., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, ING Financial Markets LLC, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC acted as joint active bookrunners for the offering of the Notes. The offering was made pursuant to an effective shelf registration statement (including a prospectus and related prospectus supplement) filed by Vertiv with the Securities and Exchange Commission (the "SEC").

The offering was made only by means of a prospectus supplement and accompanying prospectus. Willkie Farr & Gallagher LLP served as legal counsel to Vertiv. Milbank LLP served as legal counsel to the underwriters.