MONTREAL, QUEBEC--(Marketwired - Apr 7, 2017) - Garda World Security Corporation ("GardaWorld"), one of the world's largest privately owned security and cash services providers, announced today that in connection with the completion of the previously announced purchase by an affiliate of GardaWorld of the stock of its indirect parent company held by funds advised by Apax Partners LLP (see press release dated March 24, 2017) (the "Stock Purchase"), GardaWorld intends to refinance its existing indebtedness (the "Existing Indebtedness") outstanding under its senior secured credit facilities and its U.S. dollar denominated senior unsecured notes due 2021 (the "Existing Notes"). GardaWorld expects to refinance its Existing Indebtedness with a portion of the proceeds of financing transactions (the "Financing Transactions") consisting of (i) C$71 million in equity contributions, (ii) new senior secured credit facilities (the "Senior Secured Credit Facilities") consisting of (a) a US$240 million senior secured revolving credit facility, available for borrowings in either U.S. dollars or Canadian dollars; and (b) US$980 million senior secured term loan B facilities consisting of loans in U.S. dollars and Canadian dollars and (iii) US$630 million aggregate principal amount of new senior unsecured notes. At the closing of the Senior Secured Credit Facilities, GardaWorld expects the revolving credit facility will be undrawn and each of the term loan facilities will be fully drawn.
GardaWorld also intends to use a portion of the net proceeds from the Financing Transactions to fund the Stock Purchase and to pay certain fees and expenses. The refinancing of the Existing Notes is made through the cash tender offer and consent solicitation that were announced by press release on March 31, 2017 and the related offer to purchase and letter of transmittal.
Any securities issued in connection with the refinancing have not been and will not be registered under the Securities Act of 1933 or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements and applicable state securities or blue sky laws or foreign securities laws. Any securities issued in connection with the refinancing 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. This press release shall not constitute an offer to sell or the solicitation to buy, any securities, nor shall there be any sales of securities 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.
GardaWorld is one of the world's largest privately owned security services company, offering a range of highly focused business solutions including cash services, protective services and aviation services. Each day, GardaWorld solves tough problems; we secure global commerce and protect our clients' people, assets and reputations. They see us as a vital interconnected partner. In less than two decades, our work has taken us from the oil fields of Kurdistan to the financial institutions of the US and airports in Canada. We operate across a broad range of sectors, including financial services, infrastructure, natural resources and retail. Our clients include Fortune 500 companies, governments and humanitarian relief organizations. Headquartered in Montreal, Canada, our 62,000 highly trained, dedicated professionals serve clients in North America, Africa and the Middle East including support for the US department in Afghanistan.
Forward Looking Statements
This press release may contain certain statements which constitute forward-looking information within the meaning of securities laws. Information provided and statements contained in this press release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Forward-looking information may relate to GardaWorld's future outlook and anticipated events, 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. In particular, statements regarding the company's future revenues and benefits and its objectives and strategies are forward-looking statements. These statements are based on certain factors and assumptions including expected growth, results of operations, performance and business prospects and opportunities, which GardaWorld believes are reasonable according to the current circumstances. While management considers these assumptions to be reasonable based on information currently available to the company, they may prove to be incorrect. The company cautions the reader that the current economic conditions make forward-looking information and the underlying assumptions used by GardaWorld subject to uncertainty and that, consequently, they may not materialize, or the projected results may differ from the company's expectations. Forward-looking information is also subject to certain factors, including risks and uncertainties that could cause actual results to differ materially from what GardaWorld currently expects.
These factors include growth management, market competition, cost of financing, key personnel, government regulations, standard customer service contracts, insurance, strikes and other labor protests, information technology system, operations outside Canada and the United States, currency fluctuations, interest rate fluctuations, credit risk, reputational risk and financial covenants risk, many of which are beyond the company's control. The reader should also take knowledge of the GardaWorld's Annual MD&A for the fiscal year ended January 31, 2016 and the unaudited condensed consolidated interim financial statements for the nine-month period ended October 31, 2016. Therefore, future events and results may vary significantly from what management currently foresees. The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date. This press release should be read in conjunction with the Corporation's Annual Financial Statements, and the notes thereto, prepared in accordance with International Financial Reporting Standards ("IFRS") and the Annual MD&A of the fiscal year ended January 31, 2016 and the unaudited condensed consolidated interim financial statements for the nine-month period ended October 31, 2016. Moreover, the risks, uncertainties and other factors include, among other things, those discussed under "Risks and uncertainties" as well as those discussed elsewhere in this press release.