Affinia Group Inc., a global leader in the on and off-highway replacement products and service industry, announced today that it has closed its previously announced offering of $225 million aggregate principal amount of senior secured notes due 2016. The notes accrue interest at a rate of 10.75% per annum and have been issued at a price equal to 98.799% of their face value. The notes are guaranteed by the parent and substantially all of the U.S. subsidiaries of the Company. The notes and the guarantees are secured by first-priority liens on substantially all of the Company's and its guarantors' tangible and intangible assets (other than accounts receivable, inventory, cash, deposit accounts, securities accounts and proceeds of the foregoing and certain assets related thereto, which will secure the company’s asset-based revolving credit facility described below on a first-priority lien basis) and by second-priority liens on the Company’s and the guarantors’ accounts receivable, inventory, cash, deposit accounts, securities accounts and proceeds of the foregoing and certain assets related thereto.

The Company also announced that it has entered into a new $315 million asset-based revolving credit facility with Bank of America, N.A., as administrative agent today. The new credit facility includes an option, subject to certain conditions, to increase available commitments to $160 million in the future. The new credit facility is scheduled to mature, and the commitments there under will terminate, on the fourth anniversary of the closing date.

Similar to the new senior secured notes, the new credit facility is guaranteed by substantially all of the U.S. subsidiaries of the Company as well as certain of its Canadian subsidiaries. It is secured by first-priority liens on substantially all of the assets on which the Company's new senior secured notes have a second-priority lien and by second-priority liens on the assets on which the Company's new senior secured notes have a first-priority lien.

The Company used the proceeds from the notes offering along with borrowings under the new credit facility to repay all outstanding borrowings under its existing credit facilities and trade accounts receivables facility, which are being replaced in this refinancing.

This press release shall not constitute an offer to sell or a solicitation of an offer to purchase the notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. The notes were sold only to qualified institutional buyers in the United States pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended. The notes have not been registered under the Securities Act of 1933, as amended, or any 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 of 1933, as amended, and applicable state laws.

Source: Affinia Group Press Release