Lineage, Inc. Bolsters Capital with Successful Pricing of €700 Million Senior Notes Offering
Lineage, Inc. (NASDAQ: LINE), a global leader in temperature-controlled logistics and innovative supply chain solutions, today provided an update on a significant move to strengthen its financial position and enhance liquidity. The Company announced the successful pricing of an offering of €700 million aggregate principal amount of Senior Notes, a crucial step in its capital management strategy.
The Details of the Debt Offering
The offering was executed by Lineage Europe Finco B.V. (the “Issuer”), an indirect, wholly-owned subsidiary of Lineage, Inc. The newly priced debt consists of 4.125% Senior Notes due 2031 (the “Notes”). The offering was priced at 99.324% of the principal amount, resulting in a yield that underscores investor confidence in Lineage’s financial stability and growth trajectory.
This strategic debt issuance provides Lineage with a substantial influx of capital, further supporting the Company’s operational flexibility and strategic objectives. The structure of the offering is designed to align with Lineage’s existing financial framework and provides clear assurances to the market.
Security and Guarantees
A key feature of this offering is the security provided to investors. The Notes will be designated as senior unsecured obligations of the Issuer. Crucially, the payment obligations under the Notes will be fully and unconditionally guaranteed by the parent company, Lineage, Inc., along with several of its principal operating subsidiaries, including Lineage OP, LP, and Lineage Logistics Holdings, LLC.
These comprehensive guarantees extend to all other non-excluded subsidiaries of the Company that are obligated under the Company’s primary revolving credit and term loan agreement. This structure ensures that investors in the Notes benefit from the financial backing of the consolidated Lineage corporate family, providing an additional layer of assurance regarding the repayment of the principal and interest.
Interest, Maturity, and Closing
The Notes carry an attractive fixed annual interest rate (coupon) of 4.125%. Interest payments are structured to be payable annually on November 26 of each year until maturity. The Notes themselves are scheduled to mature approximately six years from now, on November 26, 2031.
The closing of the offering is anticipated to be finalized on November 26, 2025, subject to the satisfaction of customary closing conditions typical for transactions of this magnitude. Successful completion of this offering will mark a significant milestone in Lineage’s 2025 financing activities.
Intended Use of Proceeds
Lineage has clearly articulated its intentions for the net proceeds generated from the sale of the Notes. The primary objective is to enhance the Company’s liquidity and manage its debt portfolio efficiently. Specifically, the proceeds will be used to repay amounts outstanding from time to time under the Company’s existing revolving credit facility. Beyond this, a portion of the funds will be allocated toward other general corporate and working capital purposes, providing Lineage with the necessary resources to pursue operational excellence, strategic investments, and continued growth in the global cold storage and logistics market.
Exemption from Registration and Investor Limitations
In line with standard practice for certain institutional debt offerings, the Notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. This means the Notes cannot be offered or sold in the United States without specific registration or an applicable exemption from the requirements of the Securities Act.
The offering is being conducted privately and is strictly limited to:
- “Qualified institutional buyers” (QIBs) in the United States, as defined under Rule 144A of the Securities Act.
- Non-U.S. persons outside the United States, in full compliance with Regulation S under the Securities Act.
This announcement serves purely as a disclosure of information and does not constitute an offer to sell or a solicitation of an offer to buy securities of Lineage, Inc. or its subsidiaries. Furthermore, the Company emphasizes that there can be no absolute assurance that the offering of the Notes will be successfully completed as described herein or at all, as the transaction remains subject to the closing process.
Important Notices for European and UK Investors
Lineage included specific regulatory notices for investors in the European Economic Area (EEA) and the United Kingdom (UK) to ensure compliance with complex financial regulations concerning retail investors.
For EEA Investors: The Notes are explicitly not intended for, or available to, any retail investor in the EEA. This classification is based on the definitions provided in MiFID II and the Insurance Distribution Directive, meaning no required key information document (KID) under the PRIIPs Regulation has been prepared. Any offer of the Notes in the EEA is being made pursuant to an exemption under the Prospectus Regulation, and the press release itself does not constitute a prospectus.
For UK Investors: Similarly, the Notes are not available to any retail investor in the United Kingdom. This restriction is enforced by the U.K. PRIIPs Regulation and U.K. MiFIR. Distribution of the press release is strictly limited to “relevant persons,” such as high net worth companies and professional investors, as defined in the Financial Promotion Order. The offering is relying on an exemption under the U.K. Prospectus Regulation, and standard stabilization regulations, including those from the FCA/ICMA, apply to the transaction. The target market for the Notes is designated as eligible counterparties and professional clients only.
In summary, the pricing of the €700 million Senior Notes marks a significant, well-structured financial transaction for Lineage, Inc., providing the capital necessary to manage its debt effectively and fuel continued corporate expansion within the vital cold chain logistics sector. The successful pricing is a testament to the Company’s strong market position and positive outlook.
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