Pitney Bowes Inc. rates senior unsecured notes and makes commitments to modify and refinance credit facilities
STAMFORD, Conn. – (BUSINESS WIRE) – Pitney Bowes Inc. (NYSE: PBI) (“Pitney Bowes” or the “Company”), a global technology company that provides trading solutions in e-commerce, shipping, mailing and financial services, today announced the pricing of its private Offering (the “Offer”) of $ 400,000,000 in total principal amount of 6.875% Senior Unsecured Notes due 2027 and $ 350,000,000 total principal amount of 7.250% Senior Unsecured Notes due in 2029 (collectively the “Bonds”) to persons reasonably accepted will be qualified institutional buyers in the United States under Rule 144A and outside the United States under Regulation S of the Securities Act of 1933, as amended (the “Securities Act”). The offering is expected to close on or about March 19, 2021, subject to various customary closing conditions being met.
The Notes are fully and unconditionally guaranteed by certain Pitney Bowes subsidiaries. Pitney Bowes intends to use the net proceeds of the Offering together with the available cash to (i) repay a portion of the outstanding loans under the Pitney Bowes Secured B Facility (along with the repayment using the New Term Loan B Facility Described below, the “Repayment of the Term Loan B”), (ii) the consideration of the Takeover Offer of up to USD 375,000,000 of the total face value of its 3.875% Bonds due 2022, 4.700% Bonds due 2023 and 4.625% – Bonds due 2024 (collectively the “Existing Notes”), subject to the applicable tender cap for any Series of Existing Notes validly submitted (and not validly withdrawn) by holders of the Existing Notes and accepted by Pitney Bowes in connection with the Cash Offer, that it began on March 8, 2021 (the “Concurrent Takeover Offer”) and (iii) the Pay fees and expenses in connection with the Offer and the simultaneous Takeover Offer. Any excess proceeds after Pitney Bowes uses the proceeds as described above will be used for general corporate purposes. The offer is not linked to the repayment of the temporary loan B or the conclusion of the simultaneous takeover offer. If the Term Loan B is not repaid or the Concurrent Takeover Offer is not completed, Pitney Bowes intends to use the net proceeds from the Offer for general corporate purposes.
Pitney Bowes has not and will not register the Notes under any securities act, the securities laws of any state or the securities laws of any other jurisdiction. The Notes are subject to transferability restrictions and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act and applicable federal law.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other securities and does not constitute an offer, solicitation or sale in any state or jurisdiction in which such offer, solicitation or solicitation Such a sale may be illegal.
Pitney Bowes also announced today that it has received commitments from a required number of lenders participating in its existing November 1, 2019 Loan Agreement (the “Existing Loan Agreement”) to amend the existing Loan Agreement to extend the term extend each Tranche A of term loan and revolving credit facilities to five years from the effective date of the change; and make certain other changes to the existing credit facility. Pitney Bowes anticipates that the amendment to the existing Loan Agreement will be entered into on or about the Settlement Date of the Notes subject to the satisfaction of various customary closing conditions.
Pitney Bowes also announced today that it has received lender commitments for a Secured B Facility of $ 450,000,000 (the “New B-Term Loan Facility”) due seven years from the date on which the parties enter into a refinancing agreement for the existing loan approval. Loans under the New Term Loan B Facility have been valued at an interest rate of LIBOR plus 4.00% and are expected 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 to repay the Loan B. Pitney Bowes expects to borrow under the New Term Loan B Facility and enter into a refinancing arrangement to complete the borrowing on or at to settle the maturity date of the Notes, subject to the fulfillment of various customary closing conditions.
About Pitney Bowes
Pitney Bowes (NYSE: PBI) is a global technology company that provides trading solutions that enable billions of transactions. Customers around the world, including 90 percent of the Fortune 500, rely on the accuracy and precision of Pitney Bowes’ solutions, analytics and APIs for e-commerce fulfillment, shipping and returns; cross-border e-commerce; Post and office dispatch; Pre-sorting services; and funding. For 100 years, Pitney Bowes has innovated and delivered technology that removes the complexities of accurately executing commercial transactions. For more information, visit Pitney Bowes at www.pitneybowes.com.
This press release contains “forward-looking statements” about the Company’s expectations with respect to the completion of the Offering, the completion of the amendment to the existing loan agreement and the new B Loan Facility and the completion of the relevant refinancing agreement. All forward-looking statements in this press release are subject to change due to various factors. These forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties and actual results may differ materially. Words such as “estimate”, “aim”, “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 its forward-looking statements. The company’s future financial and operating results and forward-looking statements are subject to changes and inherent risks and uncertainties such as those disclosed or incorporated by reference in the company’s SEC filings. Accordingly, you should not place undue reliance on the forward-looking statements contained herein. All forward-looking statements are further limited by the risks and uncertainties described or referenced in Section 1A and should be read in conjunction with them. under the heading “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.