XPO Logistics Announces Pricing of Private Placement Notes Offering
(Thomson Reuters ONE) -
GREENWICH, Conn. - June 4, 2015 - XPO Logistics, Inc. ("XPO" or the "company")
(NYSE: XPO) announced today the pricing of its previously announced private
placement of notes, launched June 1, 2015. The company upsized the offering to
an aggregate amount of approximately $2.16 billion U.S.-dollar equivalent,
including $1.6 billion U.S. dollar-denominated senior notes due in 2022 and ?500
million euro-denominated fixed rate senior notes due 2021 (collectively the
"Notes"). The closing of the private placement offering is expected to occur on
June 9, 2015, subject to customary closing conditions, including the
consummation of the purchase from Mr. Norbert Dentressangle and his family of
all of their shares in Norbert Dentressangle SA, representing 67% of Norbert
Dentressangle SA's outstanding shares.
The U.S. dollar-denominated Notes will bear interest at a rate of 6.5% payable
semiannually, in cash in arrears, on June 15 and December 15 of each year,
commencing December 15, 2015 and maturing on June 15, 2022. The euro-
denominated Notes will bear interest at a rate of 5.75% payable semiannually, in
cash in arrears, on June 15 and December 15 of each year, commencing December
15, 2015 and maturing on June 15, 2021. XPO intends to use the net proceeds
from the offering, together with cash on hand and the proceeds from its
separately announced private placement of $1.26 billion of equity securities, to
finance the purchase of Norbert Dentressangle SA, to repay certain existing
indebtedness of Norbert Dentressangle SA and its subsidiaries, for other
unspecified acquisitions, to pay related fees and expenses, and/or for working
capital and other general corporate purposes.
The Notes will be guaranteed by each of XPO's direct and indirect wholly-owned
restricted subsidiaries (other than certain excluded subsidiaries) that are
obligors under, or guarantee obligations under, XPO's existing credit agreement
(or certain replacements thereof) or guarantee certain capital markets
indebtedness of the company or any guarantor of the Notes. The Notes and the
guarantees thereof will be unsecured, unsubordinated indebtedness of the company
and the guarantors.
The Notes are being offered only to qualified institutional buyers in reliance
on Rule 144A under the Securities Act of 1933, as amended, and outside the
United States, only to non-U.S. investors pursuant to Regulation S. The Notes
will not be registered under the Securities Act or any state securities laws and
may not be offered or sold in the United States absent an effective registration
statement or an applicable exemption from registration requirements or a
transaction not subject to the registration requirements of the Securities Act
or any state securities laws.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy any security and shall not constitute an offer, solicitation or
sale in any jurisdiction in which such offering, solicitation or sale would be
unlawful. Any offers of the Notes will be made only by means of a private
offering memorandum.
About XPO Logistics, Inc.
XPO Logistics, Inc. (NYSE: XPO) is one of the largest and fastest-growing
providers of transportation and logistics services in North America. The company
is the second largest freight brokerage firm, the third largest provider of
intermodal services, the largest provider of last mile logistics for heavy
goods, the largest manager of expedite shipments, and a leading provider of
highly engineered, technology-enabled contract logistics, with growing positions
in managed transportation, global forwarding and less-than-truckload brokerage.
XPO facilitates more than 42,000 deliveries a day through its service portfolio.
XPO has 229 locations and over 10,500 employees. Its two business units -
transportation and logistics - utilize relationships with ground, rail, sea and
air carriers and other suppliers to serve over 16,000 customers in the
manufacturing, retail, e-commerce, industrial, technology, aerospace,
commercial, life sciences and governmental sectors. The company has more than
6,200 trucks under contract to its drayage, expedite and last mile subsidiaries,
and has access to additional capacity through its relationships with over
32,000 other carriers. For more information: www.xpo.com
Forward-looking Statements
This press release includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements other than
statements of historical fact are, or may be deemed to be, forward-looking
statements. In some cases, forward-looking statements can be identified by the
use of forward-looking terms such as "anticipate," "estimate," "believe,"
"continue," "could," "intend," "may," "plan," "potential," "predict," "should,"
"will," "expect," "objective," "projection," "forecast," "goal," "guidance,"
"outlook," "effort," "target" or the negative of these terms or other comparable
terms. However, the absence of these words does not mean that the statements are
not forward-looking. These forward-looking statements are based on certain
assumptions and analyses made by us in light of our experience and our
perception of historical trends, current conditions and expected future
developments, as well as other factors we believe are appropriate in the
circumstances.
These forward-looking statements are subject to known and unknown risks,
uncertainties and assumptions that may cause actual results, levels of activity,
performance or achievements to be materially different from any future results,
levels of activity, performance or achievements expressed or implied by such
forward-looking statements. Factors that might cause or contribute to a material
difference include those discussed in XPO's filings with the SEC and the
following: economic conditions generally; competition; XPO's ability to find
suitable acquisition candidates and execute its acquisition strategy; the
expected impact of the Norbert Dentressangle SA ("ND") acquisition, including
the expected impact on XPO's results of operations; XPO's ability to
successfully complete the contemplated tender offer and the squeeze out of ND's
publicly held shares; the ability to successfully integrate and realize
anticipated synergies and cost savings with respect to ND and other acquired
companies; XPO's ability to raise debt and equity capital; XPO's ability to
attract and retain key employees to execute its growth strategy, including
retention of ND's management teams; litigation, including litigation related to
alleged misclassification of independent contractors; the ability to develop and
implement a suitable information technology system; the ability to maintain
positive relationships with XPO's and ND's networks of third-party
transportation providers; the ability to retain XPO's, ND's and other acquired
companies' largest customers; rail and other network changes; weather and other
service disruptions; and governmental regulation. All forward-looking statements
set forth in this press release are qualified by these cautionary statements and
there can be no assurance that the actual results or developments anticipated
will be realized or, even if substantially realized, that they will have the
expected consequences to, or effects on, XPO or its businesses or operations.
Forward-looking statements set forth in this press release speak only as of the
date hereof, and XPO undertakes no obligation to update forward-looking
statements to reflect subsequent events or circumstances, changes in
expectations or the occurrence of unanticipated events except to the extent
required by law.
Contacts:
XPO Logistics Investor Relations
Tavio Headley, +1-203-930-1602
tavio.headley(at)xpo.com
XPO Logistics Media Relations
Brunswick Group
Gemma Hart, +1-212-333-3810
This announcement is distributed by GlobeNewswire on behalf of
GlobeNewswire clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: XPO Logistics, Inc. via GlobeNewswire
[HUG#1926546]
Unternehmensinformation / Kurzprofil:
Datum: 04.06.2015 - 22:34 Uhr
Sprache: Deutsch
News-ID 398441
Anzahl Zeichen: 9330
contact information:
Town:
Greenwich
Kategorie:
Business News
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