BorgWarner launches tender offers for up to $720M in senior notes

BorgWarner Inc. (NYSE: BWA) announced the launch of cash tender offers to purchase several series of its outstanding senior notes, according to a company press release dated August 10, 2026.

The tender offers consist of two components. The first is an "any and all" offer targeting its 7.125% Senior Notes due 2029, which have $120,685,000 in aggregate principal outstanding. The second is a set of four separate offers for other series of notes, collectively capped at $720,000,000 in aggregate tender consideration, excluding accrued interest.

The four series subject to the capped waterfall offers, listed by acceptance priority, are:

— 4.375% Senior Notes due 2045 ($500,000,000 outstanding)
— 5.400% Senior Notes due 2034 ($500,000,000 outstanding)
— 4.950% Senior Notes due 2029 ($500,000,000 outstanding)
— 2.650% Senior Notes due 2027 ($1,100,000,000 outstanding, subject to a $250,000,000 sub-cap)

The tender consideration for each series will be determined on August 14, 2026, based on a fixed spread over a reference U.S. Treasury security. The offers are set to expire at 5:00 p.m. New York City time on August 14, 2026, with a settlement date expected on August 18, 2026.

BorgWarner also stated it intends to deliver a notice of redemption to The Bank of New York Mellon on August 10, 2026, to redeem any remaining 7.125% Senior Notes not repurchased in the tender offer, with a redemption date of September 9, 2026.

Barclays Capital Inc. and PNC Capital Markets LLC are serving as dealer managers for the tender offers. Global Bondholder Services Corporation is acting as tender and information agent.

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