Item 8.01. Other Events.
On September 14, 2021, Carlisle Companies Incorporated (the "Company") entered
into an Underwriting Agreement (the "Underwriting Agreement") and related
Pricing Agreement (the "Pricing Agreement"), each dated September 14, 2021,
among the Company and J.P. Morgan Securities LLC, BofA Securities, Inc. and
Wells Fargo Securities, LLC, as representatives of the underwriters named
therein (the "Underwriters"), in connection with the Company's public offering
of $300 aggregate principal amount of its 0.550% senior notes due 2023 and $550
million in aggregate principal amount of its 2.200% senior notes due 2032
(collectively, the "Notes"). The Underwriting Agreement contains customary
representations, warranties, covenants and indemnification obligations of the
Company and the Underwriters, as well as termination and other customary
The offering of the Notes was made pursuant to a Prospectus Supplement, dated
September 14, 2021 and filed with the Securities and Exchange Commission (the
"SEC") on September 16, 2021, and the Base Prospectus, dated November 6, 2020,
filed as part of the automatic shelf registration statement (File
No. 333-249903) that became effective under the Securities Act of 1933, as
amended, when filed with the SEC on November 6, 2020.
The Company expects the offering to close on September 28, 2021, subject to
customary closing conditions. The Company intends to use the net proceeds from
the offering of the Notes to repay $650 million of outstanding indebtedness
under its credit facility, which it incurred to fund a portion of the
consideration paid in connection with the Company's previously announced
acquisition of Henry Company and pay acquisition-related fees and expenses, with
the remainder to be used for general corporate purposes.
The foregoing summary of the Underwriting Agreement and related Pricing
Agreement does not purport to be complete and is qualified in its entirety by
reference to the full text of such agreements. The Underwriting Agreement and
related Pricing Agreement are attached hereto as Exhibit 1.1 and are
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
Number Exhibit Title
Underwriting Agreement (including the Pricing Agreement as Annex I
1.1 thereto), dated September 14, 2021.
104 Cover page interactive data file (formatted in inline XBRL).
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