Charles River Laboratories Announces Closing of Senior Notes Offering
March 23 2021 - 4:30PM
Business Wire
Charles River Laboratories International, Inc. (NYSE: CRL)
announced today that it has closed its previously announced
offering of $500 million in aggregate principal amount of its
3.750% senior notes due 2029 (the “2029 notes”) and $500 million in
aggregate principal amount of its 4.000% senior notes due 2031 (the
“2031 notes” and, together with the 2029 notes, the “notes”) in an
unregistered offering.
Charles River will use the gross proceeds of the offering of the
notes to redeem its 5.5% senior notes due 2026 (the “2026 notes”),
to fund, along with borrowings under its senior credit facilities,
a portion of the purchase price for its proposed acquisition of
Cognate BioServices, Inc., and to pay fees and expenses in
connection with the offering, the redemption of the 2026 notes, and
the amendment of its senior credit facilities.
The notes have not been, and will not be, registered under the
Securities Act of 1933, as amended (the “Securities Act”), or under
the securities laws of any other jurisdiction. Unless they are
registered, the notes may be offered only in transactions that are
exempt from registration under the Securities Act and applicable
state securities laws. The notes were offered only to persons
reasonably believed to be qualified institutional buyers under Rule
144A under the Securities Act and to non-U.S. persons outside the
United States under Regulation S of the Securities Act.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the notes, 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 prior to
registration or qualification under the securities laws of any such
jurisdiction.
Caution Concerning Forward-Looking
Statements
This press release includes forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements may be identified by the use of
words such as “anticipate,” “believe,” “expect,” “intend,” “would,”
“will,” “may,” “estimate,” “plan,” “outlook,” and “project” and
other similar expressions that predict or indicate future events or
trends or that are not statements of historical matters.
Forward-looking statements include statements in this news release
regarding the potential securities offering and our expectations
regarding the payment of a portion of the purchase price for the
proposed acquisition of Cognate BioServices, Inc. with the proceeds
of the notes offering. Forward-looking statements are based on
Charles River’s current expectations and beliefs, and involve a
number of risks and uncertainties that are difficult to predict and
that could cause actual results to differ materially from those
stated or implied by the forward-looking statements. A further
description of these risks, uncertainties, and other matters can be
found in the Risk Factors detailed in Charles River's Annual Report
on Form 10-K as filed on February 17, 2021, as well as other
filings we make with the Securities and Exchange Commission.
Because forward-looking statements involve risks and uncertainties,
actual results and events may differ materially from results and
events currently expected by Charles River, and Charles River
assumes no obligation and expressly disclaims any duty to update
information contained in this news release except as required by
law.
About Charles River
Charles River provides essential products and services to help
pharmaceutical and biotechnology companies, government agencies and
leading academic institutions around the globe accelerate their
research and drug development efforts. Our dedicated employees are
focused on providing clients with exactly what they need to improve
and expedite the discovery, early-stage development and safe
manufacture of new therapies for the patients who need them.
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version on businesswire.com: https://www.businesswire.com/news/home/20210323005975/en/
Investors: Todd Spencer Corporate Vice President, Investor
Relations 781-222-6455 todd.spencer@crl.com Media: Amy Cianciaruso
Corporate Vice President, Public Relations 781-222-6168
amy.cianciaruso@crl.com
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