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$205 Million Convertible Note Offering
6 Months Ended
Nov. 30, 2013
$205 Million Convertible Note Offering

NOTE 19 — $205 MILLION CONVERTIBLE NOTE OFFERING

Subsequent to the current quarter, we sold $205 million of our 2.25% Convertible Senior Notes (the “Convertible Notes”) due December 15, 2020. In accordance with the agreement, we will pay interest on the Convertible Notes semi-annually on June 15th and December 15th of each year, beginning on June 15th, 2014. The notes will be convertible under certain circumstances and during certain periods at an initial conversion rate of 18.8905 shares of RPM’s common stock per $1,000 principal amount of notes (representing an initial conversion price of approximately $52.94 per share of common stock), subject to adjustment in certain circumstances. Upon conversion, the notes may be settled, at our election, in cash, shares of RPM’s common stock, or any combination thereof.

The net proceeds, totaling approximately $200.1 million, were used to repay $200.0 million in principal amount of unsecured senior notes due December 15, 2013, which had an interest rate of 6.25%, together with accrued and unpaid interest thereon. Since we refinanced this debt with proceeds received from our issuance of $205 million of 2.25% convertible notes due 2020, the senior notes were classified as long-term debt at November 30, 2013.