Cannae Holdings, Inc. Announces Senior Secured and Senior Unsecured Notes Offerings by Star Merger Sub, Inc.
Merger Sub intends to use the net proceeds from the Notes offerings, together with borrowings under new senior secured credit facilities and cash equity contributions, to (i) finance the consummation of the Merger and the other transactions contemplated by the Merger Agreement, (ii) repay in full all outstanding indebtedness under Dun & Bradstreet’s existing credit facilities, (iii) fund the redemption of all Dun & Bradstreet’s existing senior notes and (iv) pay related fees, costs, premiums and expenses in connection with these transactions.
Upon consummation of the Merger, Merger Sub will merge with and into
The Notes and the related guarantees are being offered to persons
reasonably believed to be qualified institutional buyers in reliance on
Rule 144A under the Securities Act of 1933, as amended (the “Securities
Act”), and to non-U.S. persons outside
This press release is neither an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of any securities in any jurisdiction in which such offer, solicitation or sale is unlawful.
Cannae
holds majority and minority equity investment stakes in a number of
entities, including
Forward-Looking Statement and Risk Factors
This
press release contains forward-looking statements that involve a number
of risks and uncertainties. Statements that are not historical facts,
including statements regarding our expectations, hopes, intentions or
strategies regarding the future are forward-looking statements.
Forward-looking statements are based on management's beliefs, as well as
assumptions made by, and information currently available to, management.
Because such statements are based on expectations as to future financial
and operating results and are not statements of fact, actual results may
differ materially from those projected. We undertake no obligation to
update any forward-looking statements, whether as a result of new
information, future events or otherwise. The risks and uncertainties
which forward-looking statements are subject to include, but are not
limited to: changes in general economic, business and political
conditions, including changes in the financial markets; our potential
inability to find suitable acquisition candidates, acquisitions in lines
of business that will not necessarily be limited to our traditional
areas of focus, or difficulties in integrating acquisitions; significant
competition that our operating subsidiaries face; compliance with
extensive government regulation of our operating subsidiaries; risks
associated with our split-off from
This press release should be read in conjunction with the risks detailed
in the “Statement Regarding Forward-Looking Information,” “Risk Factors”
and other sections of the Company’s Form 10-Q, 10-K and other filings
with the
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Source:
Jamie Lillis
Managing Director
Solebury Trout
203-428-3223
jlillis@soleburytrout.com