Ceridian Launches Secondary Public Offering
November 09 2018 - 4:00PM
Business Wire
Ceridian HCM Holding Inc. (“Ceridian” or the “Company”)
(NYSE:CDAY) (TSX:CDAY), a global human capital management software
company, announced today that certain stockholders of the Company
(the “Selling Stockholders”) intend to offer 11,000,000 shares of
the Company’s common stock, par value $0.01 per share (the “Common
Stock”), in an underwritten public offering. In addition, the
Selling Stockholders intend to grant the underwriters of the
offering an option, exercisable within 30 days from the date of the
final prospectus relating to the offering, to purchase up to an
additional 1,650,000 shares of Common Stock at the public offering
price, less underwriting discounts and commissions. The offering
consists entirely of secondary shares to be sold by the Selling
Stockholders. The Selling Stockholders will receive all of the
proceeds from the offering.
Goldman Sachs & Co. LLC, J.P. Morgan, Credit Suisse and
Deutsche Bank Securities are acting as joint lead book-running
managers, and Goldman Sachs & Co. LLC and J.P. Morgan are
acting as representatives of the underwriters for the offering.
Barclays, Citigroup, Jefferies, Piper Jaffray and Wells Fargo
Securities are also acting as book-running managers for the
proposed offering. Baird, CIBC Capital Markets, William Blair,
Canaccord Genuity, Needham & Company and MUFG are acting as
co-managers for the proposed offering.
The offering will be made only by means of a prospectus. A copy
of the preliminary prospectus relating to this offering, when
available, may be obtained from:
- Goldman Sachs & Co. LLC, Attention:
Prospectus Department, 200 West Street, New York, New York 10282,
or via telephone: 1-866-471-2526, or via email:
prospectus-ny@ny.email.gs.com;
- J.P. Morgan Securities LLC, Attention:
Prospectus Department, 1155 Long Island Avenue, Edgewood, NY 11717,
or via telephone: 1-866-803-9204;
- Credit Suisse Securities (USA) LLC,
Attention: Prospectus Department, One Madison Avenue, New York, NY
10010, via telephone at (800) 221-1037, or via email at
newyork.prospectus@credit-suisse.com; or
- Deutsche Bank Securities Inc.,
Attention: Prospectus Group, 60 Wall Street, New York, NY 10005,
via telephone: 800-503-4611, or via email: prospectus.CPDG@db.com.
A registration statement relating to these securities has been
filed with the U.S. Securities and Exchange Commission (the “SEC”),
but has not yet become effective. These securities may not be sold
nor may offers to buy these securities be accepted prior to the
time the registration statement becomes effective. Copies of the
registration statement can be accessed through the SEC’s website at
www.sec.gov. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of these securities in any state or jurisdiction in which such
an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Ceridian HCM Holding Inc.
Ceridian. Makes Work Life Better™.
Ceridian is a global human capital management software company.
Dayforce, our flagship cloud HCM platform, provides human
resources, payroll, benefits, workforce management, and talent
management functionality. Our platform is used to optimize
management of the entire employee lifecycle, including attracting,
engaging, paying, deploying, and developing people. Ceridian has
solutions for organizations of all sizes.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995. These statements are
subject to risks and uncertainties. All statements other than
statements of historical fact or relating to present facts or
current conditions included in this press release are
forward-looking statements. Forward-looking statements give our
current expectations and projections relating to our financial
condition, results of operations, plans, objectives, future
performance and business. You can identify forward-looking
statements by the fact that they do not relate strictly to
historical or current facts. These statements may include words
such as “anticipate,” “estimate,” “expect,” “project,” “seek,”
“plan,” “intend,” “believe,” “will,” “may,” “could,” “continue,”
“likely,” “should,” and other words.
The forward-looking statements contained in this press release
are based on assumptions that we have made in light of our industry
experience and our perceptions of historical trends, current
conditions, expected future developments and other factors that we
believe are appropriate under the circumstances. These statements
are not guarantees of performance or results. These assumptions and
our future performance or results involve risks and uncertainties
(many of which are beyond our control). Important factors that
could cause actual results to differ materially from those in the
forward-looking statements include regional, national or global
political, economic, business, competitive, market and regulatory
conditions and the following: our inability to attain or to
maintain profitability; significant competition for our solutions;
our inability to continue to develop or to sell our existing Cloud
solutions; our inability to manage our growth effectively; the risk
that we may not be able to successfully migrate our Bureau
customers to our Cloud solutions or to offset the decline in Bureau
revenue with Cloud revenue; the market for enterprise cloud
computing develops slower than we expect or declines; efforts to
increase use of our Cloud solutions and our other applications may
not succeed; we fail to provide enhancements and new features and
modifications to our solutions; failure to comply with the FTC’s
ongoing consent order regarding data protection; system
interruptions or failures, including cyber-security breaches,
identity theft, or other disruptions that could compromise our
information; our failure to comply with applicable privacy,
security and data laws, regulations and standards; changes in
regulations governing privacy concerns and laws or other domestic
or foreign data protection regulations; we are unable to
successfully expand our current offerings into new markets or
further penetrate existing markets; we are unable to meet the more
complex configuration and integration demands of our large
customers; our customers declining to renew their agreements with
us or renewing at lower performance fee levels; we fail to manage
our technical operations infrastructure; we are unable to maintain
necessary third party licenses or errors; our inability to protect
our intellectual property rights, proprietary technology,
information, processes, and know-how; we fail to keep pace with
rapid technological changes and evolving industry standards; or
changes in laws and regulations related to the Internet or changes
in the Internet infrastructure itself. Additional factors or events
that could cause our actual performance to differ from these
forward-looking statements may emerge from time to time, and it is
not possible for us to predict all of them. If any of these risks
materialize, or if any of the above assumptions underlying
forward-looking statements prove incorrect, actual results and
developments may differ materially from those made in or suggested
by the forward-looking statements contained in this press
release.
Any forward-looking statement made by us in this press release
speaks only as of the date on which it is made. Factors or events
that could cause our actual results to differ may emerge from time
to time, and it is not possible for us to predict all of them. We
undertake no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future developments or otherwise, except as may be required by
law.
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version on businesswire.com: https://www.businesswire.com/news/home/20181109005573/en/
Ceridian HCM Holding Inc.Jeremy Johnson, 1-844-829-9499Vice
President, Finance and Investor Relationsinvestors@ceridian.com
Ceridian HCM (NYSE:CDAY)
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