ANN ARBOR, Mich., April 9, 2018 /PRNewswire/ -- Domino's
Pizza, Inc. (NYSE: DPZ), the largest pizza company in the world
based on retail sales, today announced that certain of its
subsidiaries intend to complete a recapitalization transaction,
which will include the refinancing of a portion of their
outstanding securitization debt with a new series of securitized
debt.
- The Company's last recapitalization occurred in July 2017 (the "2017 Recapitalization"), with the
issuance of a $1.9 billion
securitized financing facility consisting of $300 million of floating rate notes and
$1.6 billion of fixed rate notes and
the entry into a new $175 million
variable funding note facility (the "2017 VFN Note Facility") that
replaced the 2015 VFN Notes (defined below). As of December 31, 2017, there was approximately
$46.7 million of outstanding letters
of credit and $128.3 million of
available borrowing capacity under the 2017 VFN Note
Facility.
- The Company's prior recapitalization before the 2017
Recapitalization occurred in October
2015 (the "2015 Recapitalization"), with the issuance of a
$1.425 billion securitized financing
facility consisting of $1.3 billion
of fixed rate notes (the "2015 Notes") and $125 million of variable funding notes (the "2015
VFN Notes").
- The Company's subsidiaries intend to issue approximately
$825 million of new securitized notes
(the "2018 Notes") and to use the proceeds to prepay and retire
approximately $491.3 million of the
outstanding 2015 Notes at par, to pay transaction fees and for
general corporate purposes.
The consummation of the offering is subject to market and other
conditions and is anticipated to close in the second quarter of
2018. However, there can be no assurance that we will be able to
successfully complete the refinancing transaction on the terms
described or at all.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the 2018 Notes or any other
security. The notes to be offered have not been, and will not be,
registered under the Securities Act of 1933 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 of 1933.
About Domino's Pizza®
Founded in 1960, Domino's Pizza is the largest pizza company in the
world based on retail sales, with a significant business in both
delivery and carryout pizza. It ranks among the world's top public
restaurant brands with a global enterprise of more than 14,800
stores in over 85 markets. Domino's had global retail sales of over
$12.2 billion in 2017, with more than
$5.9 billion in the U.S. and more
than $6.3 billion internationally. In
the fourth quarter of 2017, Domino's had global retail sales of
nearly $4.0 billion, with nearly
$1.9 billion in the U.S. and over
$2.1 billion internationally. Its
system is comprised of independent franchise owners who accounted
for over 97% of Domino's stores as of the fourth quarter of 2017.
Emphasis on technology innovation helped Domino's achieve more than
half of all global retail sales in 2017 from digital channels,
primarily online ordering and mobile applications. In the U.S.,
Domino's generates over 60% of sales via digital channels and has
produced several innovative ordering platforms, including Google
Home, Facebook Messenger, Apple Watch, Amazon Echo, Twitter and
text message using a pizza emoji. In late 2017, as part of an
industry-first collaboration with Ford Motor Company, Domino's
began a meaningful test of delivery using self-driving
vehicles.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995:
This press release contains various forward-looking statements
about the Company within the meaning of the Private Securities
Litigation Reform Act of 1995 (the "Act") that are based on current
management expectations that involve substantial risks and
uncertainties which could cause actual results to differ materially
from the results expressed in, or implied by, these forward-looking
statements. The following cautionary statements are being made
pursuant to the provisions of the Act and with the intention of
obtaining the benefits of the "safe harbor" provisions of the Act.
You can identify forward-looking statements by the use of words
such as "anticipates," "believes," "could," "should," "estimates,"
"expects," "intends," "may," "will," "plans," "predicts,"
"projects," "seeks," "approximately," "potential," "outlook" and
similar terms and phrases that concern our strategy, plans or
intentions, including references to assumptions. These
forward-looking statements address various matters including the
Company's planned refinancing transactions. While we believe these
expectations and projections are based on reasonable assumptions,
such forward-looking statements are inherently subject to risks,
uncertainties and assumptions. Important factors that could cause
actual results to differ materially from our expectations are more
fully described in our other filings with the Securities and
Exchange Commission, including under the section headed "Risk
Factors" in our annual report on Form 10-K. Actual results may
differ materially from those expressed or implied in the
forward-looking statements as a result of various factors,
including but not limited to: our substantial increased
indebtedness as a result of the 2015 Recapitalization and the 2017
Recapitalization and our ability to incur additional indebtedness
or refinance that indebtedness in the future; our future financial
performance and our ability to pay principal and interest on our
indebtedness. In light of these risks, uncertainties and
assumptions, the forward-looking events discussed in this press
release might not occur. All forward-looking statements speak
only as of the date of this press release and should be evaluated
with an understanding of their inherent uncertainty. Except as
required under federal securities laws and the rules and
regulations of the Securities and Exchange Commission, we will not
undertake and specifically decline any obligation to publicly
update or revise any forward-looking statements to reflect events
or circumstances arising after the date of this press release,
whether as a result of new information, future events or
otherwise. You are cautioned not to place undue reliance on
the forward-looking statements included in this press release or
that may be made elsewhere from time to time by, or on behalf of,
us. All forward-looking statements attributable to us are expressly
qualified by these cautionary statements.
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SOURCE Domino's Pizza, Inc.