US Foods Announces Private Offering of $1.0 Billion of Senior Unsecured Notes
September 11 2023 - 8:22AM
Business Wire
US Foods Holding Corp. (NYSE: USFD) today announced the
commencement of a private offering (the “Offering”) of $1.0 billion
aggregate principal amount of notes, consisting of senior unsecured
notes due 2028 and senior unsecured notes due 2032 (collectively,
the “Notes”), by its direct, wholly-owned subsidiary, US Foods,
Inc. (“US Foods”), subject to market and other conditions.
US Foods intends to use the net proceeds of the Offering,
together with cash on hand, to fund the redemption of its
outstanding 6.250% senior secured notes due 2025 and to pay related
fees and expenses.
The Notes and the guarantees thereof will be offered in a
private offering exempt from the registration requirements of the
Securities Act of 1933, as amended (the “Securities Act”). The
Notes and the guarantees thereof will be offered only to persons
reasonably believed to be qualified institutional buyers pursuant
to Rule 144A under the Securities Act and to non-U.S. persons
outside the United States in reliance on Regulation S under the
Securities Act.
The Notes and the guarantees thereof have not been registered
under the Securities Act 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 press release does not constitute an offer to sell, or the
solicitation of an offer to buy, the Notes, nor shall there be any
sale of the Notes in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction. No assurance can be made that the Offering will be
consummated on its proposed terms or at all.
About US Foods
With a promise to help its customers Make It, US Foods is one of
America’s great food companies and a leading foodservice
distributor, partnering with approximately 250,000 restaurants and
foodservice operators to help their businesses succeed. With 70
broadline locations and more than 85 cash and carry stores, US
Foods and its 29,000 associates provides its customers with a broad
and innovative food offering and a comprehensive suite of
e-commerce, technology and business solutions. US Foods is
headquartered in Rosemont, Ill.
Forward-Looking Statements
Statements in this press release which are not historical in
nature are “forward-looking statements” within the meaning of the
federal securities laws, including statements regarding the
Offering and the intended use of the proceeds thereof. These
statements often include words such as “believe,” “expect,”
“project,” “anticipate,” “intend,” “plan,” “outlook,” “estimate,”
“target,” “seek,” “will,” “may,” “would,” “should,” “could,”
“forecast,” “mission,” “strive,” “more,” “goal,” or similar
expressions (although not all forward-looking statements may
contain such words) and are based upon various assumptions and our
experience in the industry, as well as historical trends, current
conditions, and expected future developments. However, you should
understand that these statements are not guarantees of performance
or results, and there are a number of risks, uncertainties and
other important factors that could cause our actual results to
differ materially from those expressed in the forward-looking
statements, including, among others: economic factors affecting
consumer confidence and discretionary spending and reducing the
consumption of food prepared away from home; cost
inflation/deflation, rising interest rates and volatile commodity
costs; competition; reliance on third-party suppliers and
interruption of product supply or increases in product costs;
changes in our relationships with customers and group purchasing
organizations; our ability to increase or maintain the highest
margin portions of our business; achievement of expected benefits
from cost savings initiatives; fluctuations in fuel costs; changes
in consumer eating habits; cost and pricing structures; the impact
of climate change or measures implemented to address climate
change; impairment charges for goodwill, indefinite-lived
intangible assets or other long-lived assets; changes to or failure
to comply with applicable governmental regulations; product recalls
and product liability claims; our reputation in the industry; labor
relations and increased labor costs and continued access to
qualified and diverse labor; our level of indebtedness and
restrictions under agreements governing our indebtedness; interest
rate increases; the replacement of London Interbank Offered Rate
(“LIBOR”) with an alternative reference rate and the relative
immaturity of any such replacement standard; disruption of existing
technologies and implementation of new technologies; cybersecurity
incidents and other technology disruptions; risks associated with
intellectual property, including potential infringement; effective
integration of acquired businesses; the impact of activist
shareholders; changes in tax laws and regulations and resolution of
tax disputes; limitations related to our governing documents; risks
to the health and safety of our associates and others; adverse
judgments or settlements resulting from litigation; extreme weather
conditions, natural disasters and other catastrophic events,
including pandemics and the rapid spread of contagious illnesses;
and management of retirement benefits and pension obligations. For
a detailed discussion of these risks, uncertainties and other
factors, see the section entitled “Risk Factors” in our Annual
Report on Form 10-K for the fiscal year ended December 31, 2022,
which was filed with the SEC on February 16, 2023, our Quarterly
Report on Form 10-Q for the fiscal quarter ended April 1, 2023,
which was filed with the SEC on May 11, 2023 and our Quarterly
Report on Form 10-Q for the fiscal quarter ended July 1, 2023,
which was filed with the SEC on August 10, 2023. The
forward-looking statements contained in this press release speak
only as of the date of this press release. We undertake no
obligation to update or revise any forward-looking statements,
except as may be required by law. We may not consummate the
Offering and, if the Offering is consummated, we cannot provide any
assurances regarding the final terms of the Offering or our ability
to effectively apply the net proceeds as described above.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230910087223/en/
INVESTOR CONTACT: Michael Neese 847-720-1688
Michael.neese@usfoods.com
MEDIA CONTACT: Sara Matheu 773-580-3775
Sara.Matheu@usfoods.com
US Foods (NYSE:USFD)
Historical Stock Chart
From Jan 2025 to Feb 2025
US Foods (NYSE:USFD)
Historical Stock Chart
From Feb 2024 to Feb 2025