Quintiles Announces Launch of Secondary Public Offering and Repurchase of Common Stock
November 04 2014 - 4:55PM
Business Wire
Quintiles Transnational Holdings Inc. (“Quintiles”) (NYSE: Q)
announced today the launch of an underwritten, secondary public
offering of 13,303,666 shares of its common stock by certain of its
existing shareholders, including investment funds associated with
Bain Capital Investors, LLC, affiliates of TPG Global,
LLC, affiliates of 3i Corporation and Dennis Gillings, CBE,
and his affiliates (the “Selling Shareholders”), of which Quintiles
intends to repurchase from the underwriter a number of shares
having an aggregate value of approximately $250 million. Quintiles
is not offering any stock in this transaction and will not receive
any proceeds from the sale of the shares by the Selling
Shareholders in this offering.
Quintiles’ per-share purchase price for the repurchased shares
will be the same as the per-share purchase price payable by the
underwriter to the Selling Shareholders. Quintiles expects to fund
the share repurchase with a combination of cash on hand and
borrowings under its revolving credit facility. The repurchase is
subject to completion of the offering.
Citigroup is acting as the sole underwriter of this
offering.
As a result of the underwritten offering, the Selling
Shareholders will own less than 50% of the total voting power of
Quintiles, and Quintiles will cease to be a controlled company
under NYSE rules.
An automatic shelf registration statement (including a
prospectus) relating to the offering of common stock was filed with
the Securities and Exchange Commission (SEC) on November 4, 2014
and became effective upon filing. Before you invest, you should
read the registration statement, prospectus and other documents
Quintiles has made available with the SEC for information about
Quintiles and the offering. You may obtain these documents free of
charge by visiting EDGAR on the SEC website at www.sec.gov.
Alternatively, copies of the prospectus and accompanying prospectus
supplement, when available, may be obtained from: Citigroup, c/o
Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood,
NY 11717 (Tel: 800-831-9146).
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or other jurisdiction in which such
an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or other jurisdiction.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Such forward-looking statements reflect, among other
things, our current expectations and anticipated results of
operations, all of which are subject to known and unknown risks,
uncertainties and other factors that may cause actual results,
performance or achievements, market trends or industry results to
differ materially from those expressed or implied by such
forward-looking statements. Therefore, any statements contained
herein that are not statements of historical fact may be
forward-looking statements and should be evaluated as such. Without
limiting the foregoing, the words “anticipates,” “believes,”
“estimates,” “expects,” “intends,” “may,” “plans,” “projects,”
“should,” “targets,” “will” and the negative thereof and similar
words and expressions are intended to identify forward-looking
statements. Actual results may differ materially from our
expectations due to a number of factors, including that completion
of the proposed offering and share repurchase may be impacted by
risks and uncertainties associated with market conditions, most of
our contracts may be terminated on short notice, we may be unable
to maintain large customer contracts or to enter into new
contracts, we may under price our contracts or overrun our cost
estimates, the historical indications of the relationship of our
backlog to revenues may not be indicative of their future
relationship, we operate in complex and changing regulatory and
international environments, we may be unable to successfully
identify, acquire and integrate existing businesses, and we have
substantial indebtedness. For a further discussion of the risks
relating to our business, see the “Risk Factors” section in our
annual report on Form 10-K for the fiscal year ended December 31,
2013, filed with the SEC on February 13, 2014, as such factors may
be amended or updated from time to time in our periodic filings
with the SEC, which are accessible on the SEC’s website at
www.sec.gov. Unless legally required, we undertake no obligation to
update any forward-looking statement after the date of this
release, whether as a result of new information, future
developments or otherwise.
About Quintiles
Quintiles (NYSE: Q), a Fortune 500 company, is the world’s
largest provider of biopharmaceutical development and commercial
outsourcing services. With a network of more than 32,000 employees
conducting business in approximately 100 countries, we helped
develop or commercialize all of 2013’s top-100 best-selling drugs
on the market. Quintiles applies the breadth and depth of our
service offerings along with extensive therapeutic, scientific and
analytics expertise to help our customers navigate an increasingly
complex healthcare environment as they seek to improve efficiency
and effectiveness in the delivery of better healthcare
outcomes.
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QuintilesPhil Bridges, Media Relations
(phil.bridges@quintiles.com)+ 1-919-998-1653 (office)
+1-919-457-6347 (mobile)orKarl Deonanan, Investor Relations
(InvestorRelations@quintiles.com)+1-919-998-2789
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