NCR Corporation Announces Offering of Senior Notes
22 3월 2021 - 10:08PM
Business Wire
NCR Corporation (NYSE: NCR) (the “Company”) announced today its
intention to offer, subject to market and customary conditions,
senior notes due 2029 (the “2029 Notes”) and senior notes due 2031
(the “2031 Notes” and, together with the 2029 Notes, the “Notes”)
in an aggregate principal amount of $1.0 billion, in connection
with its previously announced acquisition (the “Cardtronics
Acquisition”) of Cardtronics plc, a public limited company
incorporated in England and Wales (“Cardtronics”). The Notes will
be general unsecured senior obligations of the Company and will be
initially guaranteed by the Company’s wholly-owned subsidiary, NCR
International, Inc., a Delaware corporation.
The Company intends to use the net proceeds from the offering,
together with borrowings under its senior secured credit facilities
and its trade receivables securitization facility and/or cash on
hand, to finance the consideration payable in connection with the
Cardtronics Acquisition, to repay certain indebtedness of
Cardtronics and to pay related fees and expenses. The closing of
this offering is not conditioned on the closing of the Cardtronics
Acquisition which, if completed, will occur subsequent to the
closing of this offering. The proceeds of the offering will be held
in escrow until satisfaction of the escrow release conditions.
If such escrow release conditions are not satisfied on or prior
to the earlier of November 1, 2021 and the date on which the
Company notifies the escrow agent and the trustee in writing that
the Company has determined that the escrow release conditions will
not be satisfied, then the 2029 Notes will be subject to a special
mandatory redemption. The 2031 Notes are not subject to special
mandatory redemption; accordingly, if the Cardtronics Acquisition
is not consummated, the net proceeds of such notes will be used for
general corporate purposes.
The Notes and the related subsidiary guarantee will be offered
in the United States to qualified institutional buyers pursuant to
Rule 144A under the Securities Act of 1933, as amended (the
“Securities Act”), and outside the United States pursuant to
Regulation S under the Securities Act. The Notes and the related
subsidiary guarantee have not been registered under the Securities
Act and may not be offered or sold in the United States without
registration or an applicable exemption from the registration
requirements.
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
Notes in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
About NCR Corporation
NCR Corporation (NYSE: NCR) is a leading software- and
services-led enterprise provider in the financial, retail and
hospitality industries. NCR is headquartered in Atlanta, Georgia,
with 36,000 employees globally. NCR is a trademark of NCR
Corporation in the United States and other countries.
Cautionary Statement Regarding Forward-Looking
Statements
This release contains forward-looking statements.
Forward-looking statements use words such as “expect,”
“anticipate,” “outlook,” “intend,” “plan,” “believe,” “will,”
“should,” “would,” “could,” and words of similar meaning.
Statements that describe or relate to the Company’s plans, goals,
intentions, strategies, financial outlook, the Company’s
expectations regarding the Cardtronics Acquisition, the aggregate
principal amount of the Notes to be sold or the intended use of
proceeds from the offering of the Notes, and statements that do not
relate to historical or current fact, are examples of
forward-looking statements. Forward-looking statements are based on
our current beliefs, expectations and assumptions, which may not
prove to be accurate, and involve a number of known and unknown
risks and uncertainties, many of which are out of the Company’s
control. Forward-looking statements are not guarantees of future
performance, and there are a number of important factors that could
cause actual outcomes and results to differ materially from the
results contemplated by such forward-looking statements. Additional
information concerning these and other factors can be found in the
Company’s filings with the U.S. Securities and Exchange Commission,
including the Company’s most recent annual report on Form 10-K and
current reports on Form 8-K. Any forward-looking statement speaks
only as of the date on which it is made. The Company does not
undertake any obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20210322005470/en/
News Media Contact Cameron Smith NCR Corporation
678.808.5313 cameron.smith@ncr.com
Investor Contact Michael Nelson NCR Corporation
678.808.6995 michael.nelson@ncr.com
NCR (NYSE:NCR)
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NCR (NYSE:NCR)
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부터 7월(7) 2023 으로 7월(7) 2024