MONTRÉAL, Sept. 5, 2019 /PRNewswire/ - Garda World Security Corporation ("GardaWorld" or the "Company"), the largest privately-owned security and cash services company in the world, announced today further information regarding the Company's anticipated capital structure in connection with the previously announced purchase by a consortium of investors consisting of investment funds advised by BC Partners Advisors L.P. and certain members of GardaWorld management, including Founder, Chairman and CEO, Stephan Crétier, of the majority stake in GardaWorld that is currently indirectly owned by certain investment funds affiliated with Rhône Capital, LLC (the "Stock Purchase").
In connection with the Stock Purchase, the Company expects to refinance its existing senior secured credit facilities and outstanding senior notes with (i) a seven-year US$1,438.0 million senior secured term loan facility and a five-year US$335.0 million senior secured revolving credit facility and (ii) up to US$779.0 million in aggregate principal amount of senior unsecured notes in a Rule 144A offering. The aggregate principal amount of new notes issued will be reduced by the aggregate principal amount of any of the Company's 8.75% Senior Notes due 2025 (the "2025 Notes") that remain outstanding after the completion of the change of control offer required by the indenture governing the 2025 Notes. The Company expects to redeem or satisfy and discharge any and all of its 7.25% Senior Notes due 2021 (the "2021 Notes") outstanding as of the closing date. Committed financing for the transaction is being provided by JPMorgan Chase Bank, BofA Merrill Lynch, Barclays, TD Securities, Jefferies, RBC Capital Markets, Scotiabank and UBS.
The Stock Purchase, which is subject to customary closing conditions, is expected to close in late 2019.
This press release does not constitute a notice of redemption with respect to the 2021 Notes or an offer to purchase the 2025 Notes.
The offering of the notes described herein will be made in a private transaction in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), in the United States only to investors who are reasonably believed to be "qualified institutional buyers," as that term is defined in Rule 144A under the Securities Act, and pursuant to an exemption from section 12 of the Securities Act (Québec) for distribution of securities to persons established outside Québec, or outside the United States pursuant to Regulation S under the Securities Act and upon reliance on the accredited investor exemption in Canada.
This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any of the securities anticipated to be issued in connection with the transactions described herein, nor shall there be any sale of any of such securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities anticipated to be issued pursuant to the transactions described herein have not been and will not be qualified for sale to the public under applicable Canadian securities laws and, accordingly, any offer and sale of securities in Canada will be made on a basis which is exempt from the prospectus and dealer registration requirements of such securities laws. The securities anticipated to be issued pursuant to the transactions described herein have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States or Canada without registration or an applicable exemption from registration requirements or an applicable exemption from the prospectus requirements of Canadian securities legislation. None of the Company, its agents or their respective affiliates is making any recommendation as to whether or not holders should tender all or any portion of their notes in any tender offer.
GardaWorld is the world's largest privately-owned security services company, offering cash services, physical and specialized security solutions and, with the Crisis24 portal, the dissemination of vetted information related to international security. A partner of choice for private companies, governments, humanitarian organizations, and multinationals with personnel all over the world, GardaWorld employs more than 92,000 highly skilled, dedicated professionals who serve a diverse clientele in North America, Africa, Asia and the Middle East. In the complex world we live in, our reputation is based on the quality of our services, as well as the commitment and integrity of our people. For more information, visit www.garda.com.
Information provided and statements contained in this press release that are not purely historical are forward-looking statements within the meaning of the applicable securities laws. Certain statements in this press release may constitute forward-looking information within the meaning of securities laws. Forward-looking information may relate to GardaWorld's future outlook and anticipated events (including the consummation of the transactions described herein), business, operations, financial performance, financial condition or results and, in some cases, can be identified by terminology such as "may"; "will"; "should"; "expect"; "plan"; "anticipate"; "believe"; "intend"; "estimate"; "predict"; "potential"; "continue"; "foresee", "ensure" or other similar expressions concerning matters that are not historical facts. The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date. GardaWorld will not update these statements unless applicable securities laws require GardaWorld to do so.
SOURCE Garda World Security Corporation