Hilton Announces Launch of Senior Notes Offering
March 22 2024 - 8:26AM
Business Wire
Hilton Worldwide Holdings Inc. (NYSE: HLT) (“Hilton”) announced
today that its indirect subsidiary Hilton Domestic Operating
Company Inc. (the “Issuer”) intends to offer $1.0 billion aggregate
principal amount of the Issuer’s Senior Notes due 2029 and Senior
Notes due 2032 (collectively, the “Notes”). The Issuer intends to
use the net proceeds of the offering for general corporate
purposes, including the repayment of $200 million of indebtedness
under the senior secured revolving credit facility, investments and
acquisitions.
The Notes to be offered have not been registered under the
Securities Act of 1933, as amended (the “Securities Act”), or any
state securities laws. The Notes may not be offered or sold in the
United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws. The Notes will
be offered by the initial purchasers only to persons reasonably
believed to be “qualified institutional buyers” in reliance on the
exemption from registration provided by Rule 144A under the
Securities Act and to certain non-U.S. persons in offshore
transactions in reliance on Regulation S under the Securities
Act.
This press release is being issued pursuant to and in accordance
with Rule 135c under the Securities Act, and it is neither an offer
to sell nor a solicitation of an offer to buy any securities and
shall not constitute an offer to sell or a solicitation of an offer
to buy, or a sale of, the Notes or any other securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act, and Section 21E
of the Securities Exchange Act of 1934, as amended. These
statements include, but are not limited to, statements related to
Hilton’s expectations regarding the performance of its business,
Hilton’s future financial results, liquidity and capital resources
and other non-historical statements. In some cases, you can
identify these forward-looking statements by the use of words such
as “outlook,” “believes,” “expects,” “forecasts,” “potential,”
“continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,”
“predicts,” “intends,” “plans,” “estimates,” “anticipates” or the
negative version of these words or other comparable words. Such
forward-looking statements are subject to various risks and
uncertainties including, among others, risks inherent to the
hospitality industry; macroeconomic factors beyond Hilton’s
control, such as inflation, changes in interest rates, challenges
due to labor shortages or disputes and supply chain disruptions;
competition for hotel guests and management and franchise
contracts; risks related to doing business with third-party hotel
owners; performance of Hilton’s information technology systems;
growth of reservation channels outside of Hilton’s system; risks of
doing business outside of the United States; risks associated with
conflicts in Eastern Europe and the Middle East and other
geopolitical events; and Hilton’s indebtedness. Accordingly, there
are or will be important factors that could cause Hilton’s actual
outcomes or results to differ materially from those indicated on
these statements. Hilton believes these factors include, but are
not limited to, those described under the section entitled “Part
I—Item 1A. Risk Factors” of Hilton’s Annual Report on Form 10-K for
the fiscal year ended December 31, 2023, filed with the Securities
and Exchange Commission (the “SEC”), as such factors may be updated
from time to time in Hilton’s periodic filings with the SEC, which
are accessible on the SEC’s website at www.sec.gov. These factors
should not be construed as exhaustive and should be read in
conjunction with the other cautionary statements that are included
in this press release and in Hilton’s filings with the SEC. Hilton
undertakes no obligation to publicly update or review any
forward-looking statement, whether as a result of new information,
future developments or otherwise, except as required by law.
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Investor Contact Jill Chapman +1 703 883 1000 Media
Contact Kent Landers +1 703 883 3246
Hilton Worldwide (NYSE:HLT)
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