Chart Industries announces proposed offerings of stock, depositary shares

Chart Industries announced that, subject to market and other conditions, it has commenced concurrent offerings of $600 million of common stock, par value $0.01 per share, and $300 million of depositary shares, each representing a 1/20th interest in a share of Series B Mandatory Convertible Preferred Stock, par value $0.01 per share, each in a separate underwritten registered public offering. In addition, Chart expects to grant the underwriters in each respective offering a 30-day option to purchase up to an additional $90 million of Common Stock and up to an additional $45 million of Depositary Shares. Chart intends to use the proceeds from the Offerings to fund in part the previously announced acquisition of Howden from affiliates of KPS Capital Partners, LP by reducing the amount of Series A Cumulative Participating Convertible Preferred Stock to be issued to Granite Holdings I B.V., a Dutch private limited liability company, under the equity purchase agreement in connection with the Acquisition. Holders of the Depositary Shares will be entitled to a proportional fractional interest in the rights and preferences of the Preferred Stock, including conversion, dividend, liquidation and voting rights, subject to the provisions of a deposit agreement. Unless earlier converted, each share of the Preferred Stock will automatically convert on or around December 15, 2025 into a number of shares of Common Stock based on the applicable conversion rate, and each Depositary Share will automatically convert into a number of shares of Common Stock equal to a proportionate fractional interest in such shares of Common Stock. The conversion rates, dividend rate and other terms of the Preferred Stock will be determined at the time of pricing of the offering of the Depositary Shares. Currently, there is no public market for the Depositary Shares or the Preferred Stock. Chart intends to apply to list the Depositary Shares on the New York Stock Exchange under the symbol "GTLS.PRB."