Pitney Bowes Inc. to Offer Senior Tickets
STAMFORD, Connecticut – (COMMERCIAL THREAD) – Pitney Bowes Inc. (NYSE: PBI) (“Pitney Bowes” or the “Company”), a global technology company providing business solutions in the areas of electronic commerce, shipping, mail and services Financial Instruments, today announced its intention to offer (the “Offer”), subject to market and other conditions, an aggregate principal amount of $ 800,000,000 of Senior Notes, comprising senior notes due 2027 and senior notes due 2029 (collectively, the “Notes”).
The Notes will be fully and unconditionally guaranteed by certain of the subsidiaries of Pitney Bowes. 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 B Term Loan Facility (the “Redemption term loan B ”), (ii) pay the consideration for the tender offer up to $ 375,000,000 in total principal amount of its 3.875% notes due 2022, 4.700% due 2023 and 4.625% maturing in 2024 (collectively, the “Existing Notes”), subject to the deposit limit applicable for each series of Existing Notes, which are validly contributed (and not validly withdrawn) by the holders of the Existing Notes and accepted by Pitney Bowes in connection with the cash tender offer that it began on March 8, 2021 (the “Competing Tender Offer”) and (iii) pay the costs and expenses related to the Offer and the Simultaneous Public Purchase Offer. Any excess product after Pitney Bowes has used the product as described above will be used for general corporate purposes. The Offer is not conditional on the Repayment of the B-Term Loan or on the completion of the Simultaneous Tender Offer. If the repayment of the term loan B is not made or if the simultaneous public tender offer is not made, the Company intends to use the net proceeds of the offer for the general purposes of the company.
The Securities will only be offered to qualified institutional buyers in the United States in accordance with Rule 144A and outside the United States in accordance with Regulation S of the Securities Act of 1933, as amended (the “Securities Act”). Pitney Bowes has not and will not register the Notes under the Securities Act, any state securities laws or the securities laws of any other jurisdiction. The Bonds will be subject to transferability restrictions 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 or any other security, and does not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale is illegal. This press release is issued in accordance with Rule 135c of the Securities Act.
About Pitney Bowes
Pitney Bowes (NYSE: PBI) is a global technology company providing business solutions that power billions of transactions. Customers worldwide, 90% of Fortune 500 companies, rely on the accuracy and precision delivered by Pitney Bowes solutions, analytics and APIs in the areas of e-commerce execution, shipping and returns; cross-border electronic commerce; mail and shipping to the office; presortation services; and funding. For 100 years, Pitney Bowes has innovated and delivered technologies that remove the complexity of ensuring the accuracy of business transactions. For more information, visit Pitney Bowes, The Craftsmen of Trade, at www.pitneybowes.com.
This press release contains “forward-looking statements” regarding the Company’s intention to offer the Notes. Any forward-looking statements contained in this press release are subject to change based on various factors. These forward-looking statements are based on current expectations and assumptions which 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 can identify such statements. prospective.
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 documents filed by the Company with the Company. DRY. Therefore, you should not place undue reliance on any forward-looking statements contained in this document. All forward-looking statements are further qualified and should be read in conjunction with the risks and uncertainties described or referred to in Section 1A. under the heading “Risk Factors” in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2020. The Company assumes no obligation to publicly update or revise any forward-looking statements contained in this press release, whether as a result of new information, future events or otherwise, except as required by law.