BorgWarner Prices €1.0 Billion Senior Notes Offering

Auburn Hills, Michigan, May 12, 2021 – BorgWarner Inc. (NYSE: BWA) (“BorgWarner” or the “Company”) announced today it priced a public offering of €1.0 billion aggregate principal amount of its 1.00% Senior Notes due 2031 (the “Senior Notes”).  

The Company expects that it will receive approximately €981 million of net proceeds from the offering after deducting the underwriting discount and the offering expenses payable by the Company. The Company intends to use the net proceeds to redeem all €500 million in aggregate principal amount of its outstanding 1.80% Senior Notes due 2022, which are scheduled to mature in November 2022. Any remaining proceeds will be used for general corporate purposes, including financing a portion of the Company’s previously announced acquisition of AKASOL AG. The offering is expected to close on May 19, 2021, subject to customary closing conditions.

Deutsche Bank AG, London Branch, Merrill Lynch International and J.P. Morgan Securities plc served as joint book-running managers for the offering.

The offering was made under the Company’s shelf registration statement on Form S-3 filed with the Securities and Exchange Commission and only by means of a prospectus supplement and accompanying prospectus dated February 18, 2020. A copy of the prospectus supplement and accompanying prospectus relating to the offering may be obtained from either:

• Deutsche Bank, toll-free at 1-800-503-4611;
• Merrill Lynch International toll-free at 1-800-294-1322;
• J.P. Morgan Securities plc at +44-20-7134-2468; or

Alternatively, the prospectus supplement and accompanying prospectus may be obtained by visiting EDGAR on the SEC Website at www.sec.gov.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the Senior Notes, nor will there be any sale of the Senior Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful.

This press release is directed at and is only being distributed (a) in the European Economic Area to qualified investors (within the meaning of Regulation (EU) 2017/1129 (as amended, the “Prospectus Regulation”) and (b) in the United Kingdom, to qualified investors (within the meaning of the Prospectus Regulation as it forms part of the domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (as amended)) who are also persons (i) who have professional experience in matters relating to investments falling within Article 19(5) of the United Kingdom Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”), (ii) who are high net worth entities, and other persons falling within Article 49 of the Order and (iii) to whom it may otherwise be lawfully communicated. This press release must not be read, acted on or relied on by persons in the European Economic Area or the United Kingdom falling outside of the categories described in this paragraph.