Catalent Announces Launch of Private Offering of $500 Million of Senior Unsecured Notes Due 2027
24 Juni 2019 - 1:24PM
Business Wire
Catalent, Inc. (“Catalent”) (NYSE: CTLT), the leading global
diversified provider of advanced delivery technologies and
development solutions for drugs, biologics and consumer health
products, today announced that its wholly owned subsidiary,
Catalent Pharma Solutions, Inc. (the “Operating Subsidiary”),
intends to offer, subject to market and other conditions, $500
million in aggregate principal amount of senior unsecured notes due
2027 (the “Notes”) in a private offering (the “Private Offering”)
that is exempt from the registration requirements of the Securities
Act of 1933, as amended (the “Securities Act”).
The Operating Subsidiary intends to use the net proceeds from
the Private Offering to (i) repay in full the outstanding
borrowings under its U.S. dollar-denominated term loans that mature
in May 2024 under its senior secured credit facilities, plus any
accrued and unpaid interest thereon, (ii) pay related fees and
expenses, and (iii) provide cash on its balance sheet for general
corporate purposes.
The Notes will be guaranteed by all of the wholly owned U.S.
subsidiaries of the Operating Subsidiary that guarantee its senior
secured credit facilities. The Notes will not be guaranteed by PTS
Intermediate Holdings, LLC or Catalent, the direct and indirect
parent companies of the Operating Subsidiary.
The Notes will be offered and sold to persons reasonably
believed to be qualified institutional buyers pursuant to Rule 144A
under the Securities Act and to certain non-U.S. persons outside
the United States pursuant to Regulation S under the Securities
Act.
The Notes have not been and will not be registered under the
Securities Act or applicable state securities laws 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 a
solicitation of an offer to buy any of the Notes or any other
securities and shall not constitute an offer, solicitation or sale
in any state or jurisdiction in which such offer, solicitation, or
sale is unlawful.
There can be no assurance that the Operating Subsidiary will
consummate the Private Offering on favorable terms or at all.
About Catalent
Catalent is the leading global diversified provider of advanced
delivery technologies and development solutions for drugs,
biologics and consumer health products. With more than 85 years
serving the industry, Catalent has proven expertise in bringing
more customer products to market faster, enhancing product
performance and ensuring reliable clinical and commercial product
supply. Catalent employs over 11,000 people, including over 1,800
scientists, at more than 30 facilities across five continents, and
in fiscal year 2018 generated approximately $2.5 billion in annual
revenue. Catalent is headquartered in Somerset, New Jersey.
Forward-Looking Statements
This press release contains both historical and forward-looking
statements, including statements regarding the Private Offering and
plans, projections and estimates regarding the use of proceeds from
the Private Offering. All statements other than statements of
historical fact are, or may be deemed to be, forward-looking
statements within the meaning of Section 27A of the Securities Act
and Section 21E of the Securities Exchange Act of 1934, as amended.
These forward-looking statements generally can be identified by the
use of statements that include phrases such as “believe,” “expect,”
“anticipate,” “intend,” “estimate,” “plan,” “project,” “foresee,”
“likely,” “may,” “will,” “would” or other words or phrases with
similar meanings. Similarly, statements that describe Catalent’s
objectives, plans or goals are, or may be, forward-looking
statements. These statements are based on current expectations of
future events. If underlying assumptions prove inaccurate or
unknown risks or uncertainties materialize, actual results could
vary materially from Catalent’s expectations and projections. Some
of the factors that could cause actual results to differ include,
but are not limited to, the following: Catalent’s integration of
Paragon Bioservices, Inc. into its overall operations or realizing
on the anticipated business from the acquisition; changes to
Catalent’s business, its industry or the overall economic climate,
general industry conditions and competition; product or other
liability risk inherent in the design, development, manufacture and
marketing of its offerings; inability to enhance Catalent’s
existing or introduce new technology or services in a timely
manner; economic conditions, such as interest rate and currency
exchange rate fluctuations; technological advances and patents
attained by competitors; and Catalent’s substantial debt and debt
service requirements that restrict its operating and financial
flexibility and impose significant interest and financial costs; or
difficulty in integrating other acquisitions into Catalent’s
existing business, thereby reducing or eliminating the anticipated
benefits of the acquisition. For a more detailed discussion of
these and other factors, see the information under the caption
“Risk Factors” in Exhibit 99.2 of Catalent’s Current Report on Form
8-K filed with the Securities and Exchange Commission (“SEC”) on
June 24, 2019 and Catalent’s Annual Report on Form 10-K for the
fiscal year ended June 30, 2018 filed with the SEC. All
forward-looking statements speak only as of the date of this press
release or as of the date they are made, and Catalent does not
undertake to update any forward-looking statement as a result of
new information or future events or developments except to the
extent required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20190624005340/en/
Catalent, Inc. Investors: Thomas Castellano, 732-537-6325
investors@catalent.com
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