NEW YORK, Nov. 20, 2017 /PRNewswire/ -- Weight Watchers
International, Inc. (NYSE: WTW) (the "Company") announced today
that it has priced $300.0 million in aggregate principal amount
of its 8.625% senior notes due 2025 (the "Notes") in a private
offering that is exempt from registration under the Securities Act
of 1933, as amended (the "Securities Act"). The sale of the Notes
is expected to close on November 29, 2017, subject to the
substantially concurrent completion of the other elements of the
Refinancing (as defined below) and other closing conditions.
The Notes will be the senior unsecured obligations of the
Company and will initially be guaranteed by the Company's
subsidiaries that will also guarantee its proposed new senior
secured credit facilities. The Company intends to use the net
proceeds of the offering of the Notes, together with expected
borrowings from a proposed new term loan facility in an aggregate
principal amount of $1,540.0 million,
$25.0 million of expected borrowings
under a new $150.0 million revolving
credit facility (as described below) and an estimated $120.2 million of cash on hand, to repay all
amounts outstanding under its existing credit facilities, terminate
such facilities, and pay related fees and expenses (together with
the refinancing of the existing revolving credit facility, the
"Refinancing"). As previously announced, the Company also intends
to enter into its new $150.0 million
revolving credit facility to refinance its existing $50.0 million revolving credit facility.
The Notes and related guarantees are being offered in a private
placement, solely to persons reasonably believed to be qualified
institutional buyers in reliance on Rule 144A under the Securities
Act or outside the United States
to non-U.S. persons in compliance with Regulation S under the
Securities Act. The Notes and related guarantees have not been
registered under the Securities Act or the securities laws of any
other jurisdiction and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the
Securities Act and applicable state securities or blue sky laws and
foreign security laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any Notes, nor shall there be any
sales of the Notes in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
This press release is being issued pursuant to, and in accordance
with, Rule 135c under the Securities Act.
This press release includes "forward-looking statements,"
within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, including, in particular, statements about the Company's
plans, strategies and prospects. The Company generally uses the
words "may," "will," "could," "expect," "anticipate," "believe,"
"estimate," "plan," "intend" and similar expressions in this press
release to identify forward-looking statements. The Company bases
these forward-looking statements on its current views with respect
to future events and financial performance. Actual results could
differ materially from those projected in the forward-looking
statements. These forward-looking statements are subject to risks,
uncertainties and assumptions, including, among other things: the
Company's ability to consummate the Refinancing, changes in general
economic and market conditions and other risks and uncertainties,
including those detailed from time to time in the Company's
periodic reports filed with the Securities and Exchange Commission.
You should not put undue reliance on any forward-looking
statements. You should understand that many important factors,
including those discussed herein, could cause actual events and
results to differ materially from those expressed or suggested in
any forward-looking statement. Except as required by law, the
Company does not undertake any obligation to update or revise these
forward-looking statements to reflect new information or events or
circumstances that occur after the date of this press release or to
reflect the occurrence of unanticipated events or
otherwise.
Contact Information:
Investors:
Corey Kinger
212-601-7569
corey.kinger@weightwatchers.com
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SOURCE Weight Watchers International, Inc.