j2 Global Announces Pricing of $650 Million Senior Unsecured Notes
June 22 2017 - 5:22PM
Business Wire
j2 Global, Inc. (NASDAQGS:JCOM) (“j2 Global”) and its
subsidiary, j2 Cloud Services, LLC (“j2 Cloud”), today announced
that j2 Cloud and j2 Cloud Co-Obligor, Inc. priced an offering
of $650 million in senior unsecured notes due 2025 (the
“Notes”) in a private offering that is exempt from the registration
requirements of the Securities Act of 1933, as amended (the
“Securities Act”), upsized from the $550 million previously
announced. The Notes will bear interest at the rate of 6.000% per
annum, and are expected to be guaranteed on an unsecured basis by
certain of j2 Cloud’s wholly-owned material restricted
subsidiaries. The sale of the Notes is expected to close on June
27, 2017, subject to customary closing conditions.
j2 Cloud intends to use the net proceeds from the offering to
redeem all of its outstanding 8.000% Senior Notes due 2020, to
distribute sufficient net proceeds to j2 Global to pay off all
amounts outstanding under j2 Global’s existing credit facility and,
to the extent any proceeds remain thereafter, for general corporate
purposes, which may include acquisitions.
The Notes and the related guarantees have not been and will not
be registered under the Securities Act or any state securities
laws, and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements. The Notes and the related guarantees were offered
only to persons reasonably believed to be qualified institutional
buyers in reliance on Rule 144A under the Securities Act, and
outside the United States only to non-U.S. persons pursuant to
Regulation S.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security and shall not
constitute an offer, solicitation or sale in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
“Safe Harbor” Statement Under the Private Securities
Litigation Reform Act of 1995: Certain statements in this Press
Release are “forward-looking statements” within the meaning of The
Private Securities Litigation Reform Act of 1995 with respect to
the senior notes offering. These forward-looking statements are
subject to numerous assumptions, risks and uncertainties, including
market and other conditions and, with respect to the proposed use
of proceeds, the availability of acquisition targets on acceptable
terms or at all. There are important factors that could cause our
actual results, level of activity, performance or achievements to
differ materially from the results, level of activity, performance
or achievements expressed or implied by the forward-looking
statements, including those factors described in j2 Global’s Annual
Report on Form 10-K, Quarterly Reports on Form 10-Q, Current
Reports on Form 8-K and other documents filed from time to time by
j2 Global with the SEC. Although management’s expectations may
change after the date of this press release, j2 Global and j2 Cloud
undertake no obligation to revise or update these statements.
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version on businesswire.com: http://www.businesswire.com/news/home/20170622006239/en/
j2 Global, Inc.Laura Hinson, 800-577-1790Laura.hinson@j2.com
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