Graham Holdings Company Announces Pricing of $400 Million Private Offering of Senior Notes
May 24 2018 - 2:22PM
Business Wire
Graham Holdings Company (NYSE: GHC) (the “Company”) today
announced the pricing of $400 million in aggregate principal amount
of its senior unsecured notes due 2026 (the “Notes”). The Notes
will be guaranteed, jointly and severally, on a senior unsecured
basis, by certain of the Company’s existing and future domestic
subsidiaries.
The Notes will have a coupon of 5.75% per annum, payable
semi-annually on June 1 and December 1, beginning on December 1,
2018. The Notes, which mature on June 1, 2026, were priced at 100%
of principal amount. Closing is scheduled for May 30, 2018, subject
to the satisfaction of customary closing conditions.
The Company intends to use the net proceeds from the offering,
together with cash on hand, to redeem all $400 million aggregate
principal amount of the Company’s existing 7.250% notes due
2019.
The Notes and related guarantees have not been and will not be
registered under the Securities Act of 1933, as amended (the
“Securities Act”), or any state securities laws, 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 the rules promulgated thereunder. The Notes and
related guarantees will be offered only to qualified institutional
buyers in the United States pursuant to Rule 144A of the Securities
Act and outside the United States to non-U.S. persons in reliance
on Regulation S under the Securities Act.
This announcement does not constitute an offer to sell or a
solicitation of an offer to buy any of the foregoing securities,
nor shall there be any offer, solicitation or sale in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful.
Forward-Looking Statements
Certain statements in this announcement, including statements
regarding the offering of the Notes and the Company’s intended use
for the proceeds of the offering, may contain certain
forward-looking statements that are based largely on the Company’s
current expectations. Forward-looking statements are subject
to certain risks and uncertainties that could cause actual results
and achievements to differ materially from those expressed in the
forward-looking statements. Such forward-looking statements
only speak as of the date of this announcement, and the Company
disclaims any obligation to update information contained in these
forward-looking statements.
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Graham Holdings CompanyWallace R. Cooney703-345-6470
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