Pitney Bowes Inc. Prices Senior Unsecured Notes and Obtains Commitments to Amend and Refinance Credit Facilities
March 12 2021 - 8:23PM
Business Wire
Pitney Bowes Inc. (NYSE:PBI) (“Pitney Bowes” or, the “Company”),
a global technology company that provides commerce solutions in the
areas of ecommerce, shipping, mailing, and financial services,
today announced the pricing of its private offering (the
“Offering”) of $400,000,000 aggregate principal amount of 6.875%
senior unsecured notes due 2027 and $350,000,000 aggregate
principal amount of 7.250% senior unsecured notes due 2029
(collectively, the “Notes”), to persons reasonably believed to be
qualified institutional buyers in the United States pursuant to
Rule 144A and outside the United States pursuant to Regulation S
under the Securities Act of 1933, as amended (the “Securities
Act”). The Offering is expected to close on or about March 19,
2021, subject to the satisfaction of various customary closing
conditions.
The Notes will be fully and unconditionally guaranteed by
certain of Pitney Bowes subsidiaries. Pitney Bowes intends to use
the net proceeds of the Offering, together with cash on hand, to
(i) repay a portion of the borrowings outstanding under the Pitney
Bowes secured term loan B facility (together with the repayment
using the New Term Loan B Facility described below, the “Term Loan
B Repayment”), (ii) pay the tender offer consideration for up to
$375,000,000 aggregate principal amount of its 3.875% Notes due
2022, 4.700% Notes due 2023, and 4.625% Notes due 2024
(collectively, the “Existing Notes”), subject to the applicable
tender cap for each series of the Existing Notes, that are validly
tendered (and not validly withdrawn) by holders of the Existing
Notes and accepted by Pitney Bowes in connection with the cash
tender offer that it commenced on March 8, 2021 (the “Concurrent
Tender Offer”) and (iii) pay the fees and expenses in connection
with the Offering and the Concurrent Tender Offer. Any excess
proceeds after Pitney Bowes uses the proceeds as described above
will be used for general corporate purposes. The Offering is not
conditioned on the Term Loan B Repayment or the completion of the
Concurrent Tender Offer. If the Term Loan B Repayment is not made
or the Concurrent Tender Offer is not completed, Pitney Bowes
intends to use the net proceeds from the Offering for general
corporate purposes.
Pitney Bowes has not registered, and will not register, the
Notes under the Securities Act, any state securities laws or the
securities laws of any other jurisdiction. The Notes will be
subject to restrictions on transferability 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 applicable state laws.
This news release shall not constitute an offer to sell or a
solicitation of an offer to purchase the Notes or any other
securities, and shall not constitute an offer, solicitation or sale
in any state or jurisdiction in which such an offer, solicitation
or sale would be unlawful.
Pitney Bowes also announced today that it has obtained
commitments from a requisite number of lenders party to its
existing Credit Agreement, dated as of November 1, 2019 (the
“Existing Credit Agreement), to amend the Existing Credit Agreement
in order to extend the maturity of each of the tranche A term loan
and revolving credit facilities thereunder, to five years from the
amendment effective date, and make certain other changes to the
Existing Credit Agreement. Pitney Bowes anticipates entering into
the amendment to the Existing Credit Agreement on or about the
settlement date for the Notes, subject to the satisfaction of
various customary closing conditions.
Pitney Bowes also announced today that it has obtained lender
commitments for a $450,000,000 secured term loan B facility (the
“New Term Loan B Facility”), scheduled to mature seven years from
the date that the parties enter into a refinancing agreement to the
Existing Credit Agreement. Loans under the New Term Loan B Facility
were priced at an interest rate of LIBOR plus 4.00% and are to be
issued at a price of 99. Pitney Bowes intends to use the net
proceeds of the New Term Loan B Facility as part of the Term Loan B
Repayment. Pitney Bowes anticipates borrowing under the New Term
Loan B Facility and entering into the refinancing agreement, in
order to effectuate the borrowing, on or about the settlement date
for the Notes, subject to the satisfaction of various customary
closing conditions.
About Pitney Bowes
Pitney Bowes (NYSE:PBI) is a global technology company providing
commerce solutions that power billions of transactions. Clients
around the world, including 90 percent of the Fortune 500, rely on
the accuracy and precision delivered by Pitney Bowes solutions,
analytics, and APIs in the areas of ecommerce fulfillment, shipping
and returns; cross-border ecommerce; office mailing and shipping;
presort services; and financing. For 100 years, Pitney Bowes has
been innovating and delivering technologies that remove the
complexity of getting commerce transactions precisely right. For
additional information visit Pitney Bowes at
www.pitneybowes.com.
Forward-Looking Statements
This press release includes “forward-looking statements” about
the Company’s expectations regarding the closing of the Offering,
entry into the amendment to the Existing Credit Agreement and
borrowing under the New Term Loan B Facility and entry into the
related refinancing agreement. Any forward-looking statements
contained in this press release may change based on various
factors. These forward-looking statements are based on current
expectations and assumptions that are subject to risks and
uncertainties and actual results could differ materially. Words
such as “estimate,” “target,” “project,” “plan,” “believe,”
“expect,” “anticipate,” “intend” and similar expressions may
identify such forward-looking statements.
Although the Company believes that the expectations reflected in
its forward-looking statements are reasonable, actual results could
differ materially from those projected or assumed in any of its
forward-looking statements. The Company’s future financial
condition and results of operations, as well as any forward-looking
statements, are subject to change and to inherent risks and
uncertainties, such as those disclosed or incorporated by reference
in the Company’s filings with the SEC. Accordingly, you should not
place undue reliance on the forward-looking statements contained
herein. All forward-looking statements are further qualified by and
should be read in conjunction with the risks and uncertainties
described or referred to in Item 1A. under the caption “Risk
Factors” in the Company’s Annual Report on Form 10-K for the year
ended December 31, 2020. The Company undertakes no obligation to
publicly update or revise any forward-looking statements in this
press release, whether as a result of new information, future
events or otherwise, except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20210312005562/en/
Editorial: Bill Hughes Chief Communications Officer
203/351-6785
Financial: Adam David VP, Investor Relations 203/351-7175
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