Axalta Coating Systems (AXTA) Says Carlyle to Sell 41.6M Shares

Axalta Coating Systems Ltd. (NYSE: AXTA) has announced the sale of 41,621,996 common shares on an underwritten basis by affiliates of The Carlyle Group (“Carlyle”). Axalta will not receive any of the proceeds from the offering of shares by Carlyle. Closing of the offering is expected to occur on or about August 2, 2016, subject to customary closing conditions.

The last reported sale price of Axalta’s common shares on July 27, 2016 was $28.97 per share. Goldman, Sachs & Co. is acting as the sole underwriter for the offering. Goldman, Sachs & Co. proposes to offer the common shares to the public at a fixed price.

Following the offering, Carlyle will not beneficially own any of Axalta’s common shares, other than de minimis amounts held or owned from time to time in the ordinary course of business. As a result, Axalta’s principal stockholders agreement will terminate pursuant to its terms and Carlyle will no longer have the right to designate members to Axalta’s Board of Directors in accordance with the terms of the principal stockholders agreement.

Axalta has filed an automatically effective registration statement (including a prospectus) with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates, and the offering may only be made by means of such written prospectus. Before you invest, you should read the prospectus in that registration statement and other documents Axalta has filed with the SEC for more complete information about Axalta and this offering. You may get these documents for free by visiting EDGAR on the SEC website at http://www.sec.gov. Alternatively, Goldman, Sachs & Co. will arrange to send you the prospectus if you request it by writing Goldman, Sachs & Co., Attn: Prospectus Department, 200 West Street, New York, New York 10282; by email: [email protected]; or by telephone: (866) 471-2526.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

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