Front Range BidCo, Inc. Announces Pricing of Offering of $1.50 Billion of Senior Secured Notes & $1.08 Billion of Senior Unse...
February 20 2020 - 6:08PM
Business Wire
Front Range BidCo, Inc. (“Merger Sub”) announced today the
pricing of its private offering of $1.50 billion aggregate
principal amount of 4.000% senior secured notes due 2027 (the
“Secured Notes”) and $1.08 billion aggregate principal amount of
6.125% senior unsecured notes due 2028 (the “Unsecured Notes” and,
together with the Secured Notes, the “Notes”). This represents an
increase of $500.0 million in the aggregate principal amount of the
Secured Notes, a $500.0 million increase in the aggregate principal
amount of the new senior secured credit facilities, and a $1.00
billion decrease in the aggregate principal amount of the Unsecured
Notes from previously announced amounts. The Secured Notes will
bear interest at 4.000% per annum and will mature on March 1, 2027.
The Unsecured Notes will bear interest at 6.125% per annum and will
mature on March 1, 2028. Interest on the Notes will be payable
semi-annually on March 1 and September 1 of each year, commencing
on September 1, 2020.
Merger Sub intends to use the net proceeds from the offering of
the Notes as part of the financing for the previously-announced
acquisition of Zayo Group Holdings, Inc. (“Zayo”) by a consortium
led by Digital Colony Partners and EQT Infrastructure (the
“Merger”).
The offering of the Notes is expected to close on or about March
9, 2020, subject to customary closing conditions. Unless the Merger
is consummated substantially simultaneously with the closing of the
offering of the Notes, the proceeds from the offering will be
deposited in escrow, with such proceeds to be released to finance
the consummation of the Merger, subject to the satisfaction of
customary conditions. Upon consummation of the Merger, Merger Sub
will merge with and into Zayo, with Zayo continuing as the
surviving corporation and a wholly-owned subsidiary of Front Range
TopCo, Inc. (“Parent”), and Zayo will assume all of Merger Sub’s
obligations under the Notes. Upon consummation of the Merger, the
Notes will be guaranteed on a joint and several basis by Parent and
each of Zayo’s existing and future wholly-owned domestic restricted
subsidiaries that will guarantee obligations under the new senior
secured credit facilities that will be entered into in connection
with the consummation of the Merger, and the Secured Notes will be
secured on a pari passu basis by the collateral that will secure
such new senior secured credit facilities.
The offering of the Notes is being made in a private transaction
in reliance upon an exemption from the registration requirements of
the Securities Act of 1933, as amended (the “Securities Act”), in
the United States only to investors who are reasonably believed to
be “qualified institutional buyers,” as that term is defined in
Rule 144A under the Securities Act, or to certain non-U.S. persons
in transactions outside the United States pursuant to Regulation S
under the Securities Act. The Notes and, from and after the Merger,
the related guarantees have not been registered under the
Securities Act or the securities laws of any other jurisdiction and
may not be offered or sold in the United States without
registration or an applicable exemption from registration
requirements.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of any
of the Notes in any jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction.
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version on businesswire.com: https://www.businesswire.com/news/home/20200220005978/en/
Media: Shannon Paulk, Corporate Communications
303-577-5897 press@zayo.com
Investors: Brad Korch, Investor Relations
720-306-7556 IR@zayo.com
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