Maxar Technologies (NYSE:MAXR) (TSX:MAXR) (“Maxar” or the
“Company”), a provider of comprehensive space solutions and secure,
precise, geospatial intelligence, today announced the pricing of
the previously announced offering of its $500 million in aggregate
principal amount of 7.75% senior secured notes due 2027 (the
“notes”). The notes were offered and sold in the United States only
to persons reasonably believed to be qualified institutional buyers
pursuant to Rule 144A under the Securities Act of 1933, as amended
(the “Securities Act”) and to non-U.S. persons outside the United
States pursuant to Regulation S under the Securities Act. The notes
will have an interest rate of 7.75% per annum and will be issued at
a price equal to 100% of their face value.
The closing of the sale of the notes, which is subject to
customary conditions, is expected to occur on or about June 14,
2022. The notes will be senior, first-priority secured obligations
of the Company and initially guaranteed on a senior, first-priority
secured basis by the Company’s subsidiaries that are guarantors
under its existing syndicated credit facility. In connection with
the issuance of the notes, the Company expects to amend and restate
that certain credit agreement under its existing syndicated credit
facility and term loan obligations (the “Amendment and
Restatement”), among the Company, Royal Bank of Canada, as
administrative agent and collateral agent, and the lenders from
time to time party thereto to amend pricing and covenants, and
extend, so long as the notes are ultimately repaid in full by a
date that is 91 days prior to their maturity date, the maturity
date of the revolving credit facility to June 2027 and the maturity
date of the term loan obligations to June 2029. The aggregate
principal amount of the term loan obligations are also expected to
be increased to $1,500 million.
The Company estimates that the net proceeds from the offering of
the notes will be approximately $493 million, after deducting the
initial purchasers’ discounts and estimated offering expenses
payable by the Company.
As previously announced, the Company expects to use the net
proceeds from the sale of the notes, together with proceeds from
borrowings under the Amendment and Restatement on the closing of
the notes offering and cash on hand, to fund the redemption of all
of its outstanding 9.750% senior secured notes due 2023 (the
“Existing 2023 Notes”) and to pay related transaction premiums,
fees and expenses. The redemption date for the Existing 2023 Notes
(the “2023 Notes Redemption”) will be on the same date as the
closing of the notes offering. The consummation of the notes
offering is not conditioned on the consummation the 2023 Notes
Redemption and/or the consummation of the Amendment and
Restatement, but consummation of the 2023 Notes Redemption is
conditioned upon, among other things, consummation of the notes
offering.
The notes have not been and will not be 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.
This press release does not constitute an offer to sell nor a
solicitation of an offer to buy the notes or any other securities,
and no offer, solicitation or sale will be made in any jurisdiction
in which, or to any persons to whom, such an offer, solicitation or
sale is unlawful. Any offers of the notes will be made only by
means of a private offering memorandum. This press release does not
constitute an offer to purchase the solicitation of an offer to
purchase or a notice of redemption for the Existing 2023 Notes. Any
such notice will be made separately pursuant to and in accordance
with the terms of the indenture governing the Existing 2023
Notes.
About Maxar
Maxar Technologies (NYSE:MAXR) (TSX:MAXR) is a provider of
comprehensive space solutions and secure, precise, geospatial
intelligence. We deliver disruptive value to government and
commercial customers to help them monitor, understand and navigate
our changing planet; deliver global broadband communications; and
explore and advance the use of space. Our unique approach combines
decades of deep mission understanding and a proven commercial and
defense foundation to deploy solutions and deliver insights with
unrivaled speed, scale and cost-effectiveness. Maxar’s 4,400 team
members in over 20 global locations are inspired to harness the
potential of space to help our customers create a better world.
Forward-Looking Statements
This release contains "forward-looking statements" as defined in
Section 27A of the U.S. Securities Act of 1933, as amended, and
Section 21E of the U.S. Securities Exchange Act of 1934, as
amended. Forward-looking statements include all statement that are
not historical statements of facts and those regarding consummation
of the notes offering, the 2023 Notes Redemption and the Amendment
and Restatement and the expected terms of the Amendment and
Restatement. Forward-looking statements are often identified by the
words “believe,” “expect,” “anticipate,” “plan,” “intend,”
“foresee,” “should,” “would,” “could,” “may,” “estimate,” “outlook”
and similar expressions, including the negative thereof.
These forward-looking statements are based on management’s
current expectations and assumptions based on information currently
known to us and our projections of the future, about which we
cannot be certain. Forward-looking statements are subject to
various risks and uncertainties which could cause actual results to
differ materially from the anticipated results or expectations
expressed in this press release. As a result, although we believe
we have a reasonable basis for each forward-looking statement
contained in this press release, undue reliance should not be
placed on the forward-looking statements because the Company can
give no assurance that they will prove to be accurate. Risks and
uncertainties that could cause actual results to differ materially
from current expectations include the Company’s ability to
consummate the notes offering, the 2023 Notes Redemption and the
Amendment and Restatement, and additional factors affect the
Company’s business and financial results including: risks related
to the conflict in Ukraine or related geopolitical tensions; the
COVID-19 pandemic and its impact on our business operations,
financial performance, results of operations and stock price; our
ability to generate a sustainable order rate for our satellite and
space manufacturing operations within our Space Infrastructure
segment, including our ability to develop new technologies to meet
the needs of existing or potential customers; risks related to our
business with various governmental entities, which is subject to
the policies, priorities, regulations, mandates and funding levels
of such governmental entities; our ability to meet our contractual
requirements and the risk that our products contain defects or fail
to operate in the expected manner; the risk of any significant
disruption in or unauthorized access to our computer systems or
those of third parties that we utilize in our operations; the
ability of our satellites to operate as intended and risks related
to launch delays, launch failures or damage or destruction to our
satellites during launch; risks related to the interruption or
failure of our infrastructure or national infrastructure; and the
risk factors set forth in Part II, Item 1A, “Risk Factors” in the
Company’s Quarterly Report on Form 10-Q for the quarter ended March
31, 2022 and filed with the Securities and Exchange Commission (the
“SEC”) on May 9, 2022, as such risks and uncertainties may be
updated or superseded from time to time by subsequent reports we
file with the SEC.
The forward-looking statements contained in this press release
speak only as of the date hereof are expressly qualified in their
entirety by the foregoing risks and uncertainties. Additional risks
and uncertainties not currently known to us or that we currently
deem to be immaterial may also materially adversely affect our
business, prospects, financial condition, results of operations and
cash flows. The Company undertakes no obligation to publicly update
or revise any of its forward-looking statements after the date they
are made, whether as a result of new information, future events or
otherwise, except to the extent required by law.
Unless stated otherwise or the context otherwise requires,
references to the terms “Company,” “Maxar,” “we,” “us,” and “our”
to refer collectively to Maxar Technologies Inc. and its
consolidated subsidiaries.
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version on businesswire.com: https://www.businesswire.com/news/home/20220610005062/en/
Investor Relations Contact: Jason Gursky Maxar VP,
Investor Relations and Corporate Treasurer 1-303-684-2207
jason.gursky@maxar.com
Media Contact: Fernando Vivanco Maxar Media Relations
1-720-877-5220 fernando.vivanco@maxar.com
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