FREMONT, Calif., Aug. 9, 2018 /PRNewswire/ -- SYNNEX
Corporation (NYSE: SNX), a leading business process services
company, today announced that it has successfully renewed its
existing credit agreement and secured $1.8
billion of incremental financing, in connection with the
proposed Convergys Corporation acquisition.
"We appreciate the continued confidence shown in SYNNEX by our
lenders, and their support in the expansion of our credit agreement
at an overall financing cost that exceeded our expectations," said
Marshall Witt, Chief Financial
Officer. "We are pleased with the successful completion of this
credit facility, which increases our funding flexibility, enhances
our ability to invest in growth, and further strengthens the
execution of our capital allocation strategies."
At the end of Q2 fiscal 2018, between cash and credit
facilities, SYNNEX had over $1.9
billion of liquidity available to fund growth. SYNNEX
anticipates similar liquidity levels and flexibility subsequent to
the closing of the proposed Convergys Corporation
acquisition.
In addition, SYNNEX has been advised that, as of July 30, 2018, the U.S. Federal Trade Commission
granted early termination of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the "HSR
Act"), with respect to its proposed acquisition of Convergys
Corporation. The termination of the waiting period under the HSR
Act satisfies one of the conditions to the closing of the pending
acquisition.
The proposed Convergys Corporation acquisition is expected to
close by the end of the 2018 calendar year, subject to the approval
of shareholders of both companies, other regulatory requirements
and customary closing conditions.
About SYNNEX Corporation
SYNNEX Corporation (NYSE: SNX) is a Fortune 200 corporation and
a leading business process services company, providing a
comprehensive range of distribution, logistics and integration
services for the technology industry and providing outsourced
services focused on customer engagement to a broad range of
enterprises. SYNNEX distributes a broad range of information
technology systems and products, and also provides systems design
and integration solutions. Concentrix, a wholly-owned subsidiary of
SYNNEX Corporation, offers a portfolio of strategic solutions and
end-to-end business services focused on customer engagement,
process optimization, technology innovation, front and back-office
automation and business transformation to clients in ten identified
industry verticals. Founded in 1980, SYNNEX Corporation operates in
numerous countries throughout North and South America, Asia-Pacific and Europe. Additional
information about SYNNEX may be found online at www.synnex.com.
About Concentrix
Concentrix, a wholly-owned subsidiary of SYNNEX Corporation
(NYSE: SNX), is a leading business services company. We focus on
customer engagement and improving business outcomes for over 450
global clients across many continents. Our 100,000+ staff deliver
technology-infused, omni-channel customer experience management,
marketing optimization, digital, consulting, analytics and back
office solutions in 40+ languages from 125+ delivery centers. We
serve automotive; banking and financial services; insurance;
healthcare; technology; consumer electronics; media and
communications; retail and e-commerce; travel and transportation;
and energy and public sector clients. Visit www.concentrix.com to
learn more.
About Convergys
Convergys delivers consistent, quality customer experiences in
58 languages around the globe. We partner with our clients to
improve customer loyalty, reduce costs, and generate revenue
through an extensive portfolio of capabilities, including customer
care, analytics, tech support, collections, home agent, and
end-to-end selling. We are committed to delighting our clients and
their customers, delivering value to our shareholders, and creating
opportunities for our talented, caring employees in 33 countries
around the world. Visit www.convergys.com to learn more.
Additional Information and Where to Find It
In connection with the proposed transaction between SYNNEX and
Convergys, SYNNEX and Convergys have filed relevant materials
with the Securities and Exchange Commission (the "SEC"), including
a preliminary registration statement on Form S-4 that includes a
joint proxy statement of SYNNEX and Convergys that also constitutes
a prospectus of SYNNEX, and a definitive joint proxy
statement/prospectus will be mailed to stockholders of SYNNEX and
shareholders of Convergys. INVESTORS AND SECURITY HOLDERS OF SYNNEX
and CONVERGYS ARE URGED TO READ THE JOINT PROXY
STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT HAVE
BEEN FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN
THEY BECOME AVAILABLE BECAUSE THEY CONTAIN IMPORTANT INFORMATION.
Investors and security holders will be able to obtain free copies
of the registration statement and the joint proxy
statement/prospectus (when available) and other documents filed
with the SEC by SYNNEX or Convergys through the website maintained
by the SEC at http://www.sec.gov. Copies of the documents filed
with the SEC by SYNNEX will be available free of charge within the
Investors section of SYNNEX' website at http://ir.synnex.com or by
contacting SYNNEX' Investor Relations Department at 510-668-8436.
Copies of the documents filed with the SEC by Convergys will be
available free of charge on Convergys's website at
http://investor.convergys.com/ or by contacting Convergys's
Investor Relations Department at (513) 723-7768.
No Offer or Solicitation
This communication is for informational purposes only and not
intended to and does not constitute an offer to subscribe for, buy
or sell, the solicitation of an offer to subscribe for, buy or sell
or an invitation to subscribe for, buy or sell any securities or
the solicitation of any vote or approval in any jurisdiction
pursuant to or in connection with the proposed transaction or
otherwise, nor shall there be any sale, issuance or transfer of
securities in any jurisdiction in contravention of applicable law.
No offer of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended, and otherwise in accordance
with applicable law.
Participants in Solicitation
SYNNEX, Convergys, and their respective directors and certain of
their respective executive officers may be deemed to be
participants in the solicitation of proxies in connection with the
proposed transaction. Information about the directors and executive
officers of SYNNEX is set forth in its Annual Report on Form 10-K
for the year ended November 30, 2017,
which was filed with the SEC on January 26,
2018, and its proxy statement for its 2018 annual meeting of
stockholders, which was filed with the SEC on February 22, 2018. Information about the
directors and executive officers of Convergys is set forth in its
Annual Report on Form 10-K for the year ended December 31, 2017, which was filed with the SEC
on February 21, 2018, and its proxy
statement for its 2018 annual meeting of shareholders, which was
filed with the SEC on March 16, 2018.
Other information regarding the participants in the proxy
solicitations and a description of their direct and indirect
interests, by security holdings or otherwise, will be contained in
the joint proxy statement/prospectus and other relevant materials
to be filed with the SEC regarding the proposed transaction when
they become available.
Forward-Looking Statements
DISCLOSURE NOTICE: This document contains "forward-looking
statements" within the meaning of Section 27A of the Securities Act
of 1933 and Section 21E of the Securities Exchange Act of 1934
related to SYNNEX Corporation ("SYNNEX"), Convergys Corporation
("Convergys") and the proposed acquisition of Convergys by SYNNEX.
All statements other than statements of historical fact are
forward-looking statements for purposes of federal and state
securities laws. These forward-looking statements involve
uncertainties that could significantly affect the financial or
operating results of Convergys, SYNNEX or the combined company.
These forward-looking statements may be identified by terms such as
anticipate, believe, foresee, expect, intend, plan, may, will,
could and should and the negative of these terms or other similar
expressions. Forward-looking statements in this document include,
among other things, statements about the impact of the Credit
Agreement, including as to funding flexibility, growth
investment ability, and capital allocation
strategies, that SYNNEX anticipates similar liquidity levels
and flexibility subsequent to the closing of the proposed Convergys
acquisition, and expectations with respect to the proposed
acquisition, including timing and the filings related thereto.
These forward-looking statements involve substantial risks and
uncertainties that could cause actual results to differ materially
from those expressed or implied by such statements. Risks and
uncertainties include, among other things, risks related to the
satisfaction of the conditions to closing the acquisition
(including the failure to obtain necessary regulatory and
shareholder approvals) in the anticipated timeframe or at all; the
risk of litigation and/or regulatory actions related to the
proposed acquisition; and other business effects, including the
effects of industry, market, economic, political or regulatory
conditions; future exchange and interest rates; changes in tax and
other laws, regulations, rates and policies; future business
combinations or disposals; and competitive developments.
A further description of risks and uncertainties relating to
SYNNEX and Convergys can be found in their respective most recent
Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and
Current Reports on Form 8-K, all of which are filed with the U.S.
Securities and Exchange Commission (the "SEC") and available at
www.sec.gov.
Neither SYNNEX nor Convergys assumes any obligation to update
the forward-looking statements contained in this document as the
result of new information or future events or developments.
Copyright 2018 SYNNEX Corporation. All rights reserved. SYNNEX,
the SYNNEX Logo, CONCENTRIX, and all other SYNNEX company, product
and services names and slogans are trademarks or registered
trademarks of SYNNEX Corporation. SYNNEX, the SYNNEX Logo, and
CONCENTRIX Reg. U.S. Pat. & Tm. Off. Other names and marks are
the property of their respective owners.
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SOURCE SYNNEX Corporation