MONTREAL, QUEBEC – Garda World Security Corporation (the “Company” or “GardaWorld”) announces today that GW Honos Security Corporation (the ” To the Company, realized and put into escrow its private placement (the “Offering”) of US $ 500 million aggregate principal amount of 8.75% Principal Notes, maturing in 2025 (the “Notes “). The Offer is part of the previously announced financing of the share purchase agreement entered into on March 23, 2017 by an entity owned by Rhone Capital LLC, Stephan Cretier and a subsidiary of Apax Partner LLP, pursuant to With the participation of 29.4% The Company of GardaWorld currently owned by a subsidiary of Apax Partners LLP will be purchased for cash consideration (the “Purchase of Shares”). Upon the completion of the Purchase of Shares, the Settled Issuer will merge with the Company, the Company will assume the obligations of the Issuer with respect to the Notes and the related Indenture and the Notes will be secured By each of the Company’s existing or future Subsidiaries, which guarantee the Company’s new senior secured credit facilities. The Company intends to use the net proceeds of the Offer, together with the borrowings under its new senior secured credit facilities and the proceeds of certain equity contributions, to (i) fund the Purchase of Shares ,
The Offer was made through a private placement in accordance with an exemption from registration under the Securities Act of 1933, as amended (the “Securities Act”) and will be offered only to To Qualified Institutional Purchasers under Rule 144A of the Securities Act and in accordance with the prospectus exemption under section 12 of the Securities Act of Quebec for the distribution of securities to persons established in the United States Outside Quebec, outside the United States pursuant to Regulation S of the Securities Act and, in Canada, under the Qualified Investor Exemption.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities and no sale of Notes referred to herein may be made in any jurisdiction in which such offer, solicitation or sale would be made. Illegal without being registered or qualified under the securities laws of the jurisdiction. The Notes referred to herein are not, and will not be, registered for sale to the public under applicable Canadian securities laws, and therefore any offer or sale of such securities in Canada will be made under An exemption from dealer registration or an exemption from a prospectus under these securities laws. Tickets n ‘
GardaWorld is one of the largest privately held security services companies in the world, offering a range of highly targeted business solutions, including transportation and securities processing services, protection services and aviation services. GardaWorld’s 62,000+ professionals, dedicated and highly qualified, serve a diverse clientele in North America, the Middle East, Africa and Europe. GardaWorld operates in a variety of sectors including financial services, infrastructure, natural resources and retail, serving Fortune 500 companies, governments and humanitarian agencies.
Source: Garda World Security Corporation