HP Inc. (NYSE: HPQ) today announced the pricing of its underwritten
public offering of $3.0 billion aggregate principal amount of
senior unsecured notes, consisting of $1,150,000,000 aggregate
principal amount of its 2.200% notes due 2025 at a public offering
price of 99.769% of the principal amount, $1,000,000,000 aggregate
principal amount of its 3.000% notes due 2027 at a public offering
price of 99.718% of the principal amount, and $850,000,000
aggregate principal amount of its 3.400% notes due 2030 at a public
offering price of 99.790% of the principal amount (collectively,
the “Notes”).
HP intends to use the net proceeds from this offering to fund
the tender offers for its 3.750% Global Notes due December 1, 2020,
of which approximately $649 million principal amount is
outstanding; its 4.300% Global Notes due June 1, 2021, of
which approximately $667 million principal amount is outstanding;
its 4.375% Global Notes due September 15, 2021, of which
approximately $538 million principal amount is outstanding; and its
4.650% Global Notes due December 9, 2021, of which approximately
$695 million principal amount is outstanding (collectively, the
“Tender Offers”). HP also intends to use the net proceeds
from this offering in excess of the amounts used to repurchase the
notes pursuant to the Tender Offers for general corporate purposes,
which may include, without limitation, repayment and refinancing of
debt, working capital, capital expenditures, and share
repurchases.
The issuance of the Notes is expected to close on June 17, 2020,
subject to customary closing conditions.
BNP Paribas Securities Corp., Goldman Sachs & Co. LLC, HSBC
Securities (USA) Inc., J.P. Morgan Securities LLC, Morgan Stanley
& Co. LLC and Wells Fargo Securities, LLC are acting as joint
book-running managers for the offering.
The Notes are being offered pursuant to an effective shelf
registration statement (including a prospectus) on Form S-3
previously filed with the Securities and Exchange Commission (SEC).
A preliminary prospectus supplement relating to the offering
has been filed with the SEC and is available on the SEC’s website
at www.sec.gov. Before you invest, you should read the
prospectus in that registration statement (including the
preliminary prospectus supplement for the offering to which this
communication relates) and other documents HP has filed with the
SEC for more complete information about HP and the offering.
You may obtain these documents for free by visiting EDGAR on
the SEC website at www.sec.gov. Alternatively, these
documents may be obtained from BNP Paribas Securities Corp. by
calling toll-free at 1-800-854-5674; from Goldman Sachs & Co.
LLC by calling toll-free at 1-866-471-2526; from HSBC Securities
(USA) Inc. by calling toll-free at 1-866-811-8049; from J.P. Morgan
Securities LLC by calling collect at 1-212-834-4533; from Morgan
Stanley & Co. LLC by calling toll-free at 1-866-718-1649 or
from Wells Fargo Securities, LLC by calling toll-free at
1-800-645-3751.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of the
Notes in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful.
Forward-looking statementsThis press release
contains forward-looking statements based on current expectations
and assumptions that involve risks and uncertainties. If the
risks or uncertainties ever materialize or the assumptions prove
incorrect, the results of HP and its consolidated subsidiaries may
differ materially from those expressed or implied by such
forward-looking statements and assumptions.
All statements other than statements of historical fact are
statements that could be deemed forward-looking statements,
including, but not limited to, any statements regarding the
potential impact of the COVID-19 pandemic and the actions by
governments, businesses and individuals in response to the
situation; projections of net revenue, margins, expenses, effective
tax rates, net earnings, net earnings per share, cash flows,
benefit plan funding, deferred taxes, share repurchases, foreign
currency exchange rates or other financial items; any projections
of the amount, timing or impact of cost savings or restructuring
and other charges, planned structural cost reductions and
productivity initiatives; any statements of the plans, strategies
and objectives of management for future operations, including, but
not limited to, our business model and transformation, our
sustainability goals, our go-to-market strategy, the execution of
restructuring plans and any resulting cost savings, net revenue or
profitability improvements or other financial impacts; any
statements concerning the expected development, performance, market
share or competitive performance relating to products or services;
any statements regarding current or future macroeconomic trends or
events and the impact of those trends and events on HP and its
financial performance; any statements regarding pending
investigations, claims or disputes; any statements of expectation
or belief, including with respect to the timing and expected
benefits of acquisitions and other business combination and
investment transactions; and any statements of assumptions
underlying any of the foregoing. Forward-looking statements
can also generally be identified by words such as “future,”
“anticipates,” “believes,” “estimates,” “expects,” “intends,”
“plans,” “predicts,” “projects,” “will,” “would,” “could,” “can,”
“may,” and similar terms.
Risks, uncertainties and assumptions include factors relating to
the effects of the COVID-19 pandemic and the actions by
governments, businesses and individuals in response to the
situation, the effects of which may give rise to or amplify the
risks associated with many of these factors listed here; HP’s
ability to execute on its strategic plan, including the recently
announced initiatives, business model changes and transformation;
execution of planned structural cost reductions and productivity
initiatives; HP’s ability to complete any contemplated share
repurchases, other capital return programs or other strategic
transactions; the need to address the many challenges facing HP’s
businesses; the competitive pressures faced by HP’s businesses;
risks associated with executing HP’s strategy and business model
changes and transformation; successfully innovating, developing and
executing HP’s go-to-market strategy, including online, omnichannel
and contractual sales, in an evolving distribution and reseller
landscape; the development and transition of new products and
services and the enhancement of existing products and services to
meet customer needs and respond to emerging technological trends;
successfully competing and maintaining the value proposition of
HP’s products, including supplies; the need to manage third-party
suppliers, manage HP’s global, multi-tier distribution network,
limit potential misuse of pricing programs by HP’s channel
partners, adapt to new or changing marketplaces and effectively
deliver HP’s services; challenges to HP’s ability to accurately
forecast inventories, demand and pricing, which may be due to HP’s
multi-tiered channel, sales of HP’s products to unauthorized
resellers or unauthorized resale of HP’s products; integration and
other risks associated with business combination and investment
transactions; the results of the restructuring plans, including
estimates and assumptions related to the cost (including any
possible disruption of HP’s business) and the anticipated benefits
of the restructuring plans; the protection of HP’s intellectual
property assets, including intellectual property licensed from
third parties; the hiring and retention of key employees; the
impact of macroeconomic and geopolitical trends and events; risks
associated with HP’s international operations; the execution and
performance of contracts by HP and its suppliers, customers,
clients and partners; disruptions in operations from system
security risks, data protection breaches, cyberattacks, extreme
weather conditions, medical epidemics or pandemics such as the
COVID-19 pandemic, and other natural or manmade disasters or
catastrophic events; the impact of changes in tax laws; potential
liabilities and costs from pending or potential investigations,
claims and disputes; and other risks that are described in HP’s
Annual Report on Form 10-K for the fiscal year ended October 31,
2019, HP’s Quarterly Reports on Form 10-Q for the fiscal quarters
ended January 31, 2020 and April 30, 2020 and HP’s other filings
with the Securities and Exchange Commission (the “SEC”).
As in prior periods, the financial information set forth in this
document, including any tax-related items, reflects estimates based
on information available at this time. While HP believes
these estimates to be reasonable, these amounts could differ
materially from reported amounts in HP’s Quarterly Reports on Form
10-Q for the fiscal quarter ended July 31, 2020, Annual Report on
Form 10-K for the fiscal year ended October 31, 2020 and HP’s other
filings with the SEC. The forward-looking statements in this
press release are made as of the date of this document and HP
assumes no obligation and does not intend to update these
forward-looking statements.
HP’s Investor Relations website at investor.hp.com contains
a significant amount of information about HP, including financial
and other information for investors. HP encourages investors
to visit its website from time to time, as information is updated,
and new information is posted. The content of HP’s website is
not incorporated by reference into this press release or in any
other report or document HP files with the SEC, and any references
to HP’s website are intended to be inactive textual references
only.
About HP Inc. HP Inc. creates technology
that makes life better for everyone, everywhere. Through our
product and service portfolio of personal systems, printers and 3D
printing solutions, we engineer experiences that amaze. More
information about HP Inc. is available at hp.com.
© Copyright 2020 HP Development Company, L.P. The
information contained herein is subject to change without notice.
The only warranties for HP products and services are set forth in
the express warranty statements accompanying such products and
services. Nothing herein should be construed as constituting an
additional warranty. HP shall not be liable for technical or
editorial errors or omissions contained herein.
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