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GIB.A
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MONTRÉAL, Sept. 3,
2024 /PRNewswire/ - CGI (TSX: GIB.A) (NYSE: GIB)
announced today that it has priced an offering of Canadian dollar
denominated senior unsecured notes in two series.
CGI will issue C$750 million in
aggregate principal amount of senior unsecured notes, consisting of
C$300 million aggregate principal amount of 3-year notes and
C$450 million aggregate principal
amount of 5-year notes. The 3-year notes will bear interest at the
rate of 3.987% per annum and 5-year notes will bear interest at the
rate of 4.147% per annum. The offering is expected to close on or
about September 5, 2024, subject to
customary closing conditions.
The net proceeds from the offering are expected to be
approximately C$746.1 million after
deducting the agents' fees and estimated offering expenses. CGI
intends to use the aggregate net proceeds from the offering to
repay existing indebtedness and for general corporate purposes. The
existing indebtedness includes senior unsecured notes maturing on
September 12, 2024, in an amount of
US$350 million.
The notes are being offered in Canada on an agency basis by a syndicate of
agents led by BMO Nesbitt Burns Inc., CIBC World Markets Inc.,
Scotia Capital Inc., Desjardins Securities Inc. and TD Securities
Inc.
The notes will be offered on a private placement basis in each
of the provinces of Canada in
reliance upon exemptions from the prospectus requirements of
applicable securities laws. The notes have not been, and will not
be, registered under the Securities Act of 1933, as amended
(the "U.S. Securities Act"), or any 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 U.S. Securities Act.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of the notes in the United States or any other jurisdiction
where such offering or sale would be unlawful.
About CGI
Founded in 1976, CGI is among the largest independent IT and
business consulting services firms in the world. With
90,000 consultants and professionals across the globe, CGI
delivers an end-to-end portfolio of capabilities, from strategic IT
and business consulting to systems integration, managed IT and
business process services and intellectual property solutions. CGI
works with clients through a local relationship model complemented
by a global delivery network that helps clients digitally transform
their organizations and accelerate results. CGI Fiscal
2023 reported revenue is $14.30
billion and CGI shares are listed on the TSX (GIB.A) and the
NYSE (GIB). Learn more at cgi.com.
Forward-looking information and statements
This press release contains "forward-looking information" within
the meaning of Canadian securities laws and "forward-looking
statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and other applicable
United States safe harbours. All
such forward-looking information and statements are made and
disclosed in reliance upon the safe harbour provisions of
applicable Canadian and United
States securities laws. Forward-looking information and
statements include all information and statements regarding CGI's
intentions, plans, expectations, beliefs, objectives, future
performance, and strategy, as well as any other information or
statements that relate to future events or circumstances and which
do not directly and exclusively relate to historical facts.
Forward-looking information and statements often but not always use
words such as "believe", "estimate", "expect", "intend",
"anticipate", "foresee", "plan", "predict", "project", "aim",
"seek", "strive", "potential", "continue", "target", "may",
"might", "could", "should", and similar expressions and variations
thereof. These information and statements are based on our
perception of historic trends, current conditions and expected
future developments, as well as other assumptions, both general and
specific, that we believe are appropriate in the circumstances.
Such information and statements are, however, by their very nature,
subject to inherent risks and uncertainties, of which many are
beyond the control of CGI, and which give rise to the possibility
that actual results could differ materially from our expectations
expressed in, or implied by, such forward-looking information or
forward-looking statements. These risks and uncertainties include
but are not restricted to: risks related to the market such as the
level of business activity of our clients, which is affected by
economic and political conditions, additional external risks (such
as pandemics, armed conflict, climate-related issues and inflation)
and our ability to negotiate new contracts; risks related to our
industry such as competition and our ability to develop and expand
our services to address emerging business demands and technology
trends (such as artificial intelligence), to penetrate new markets,
and to protect our intellectual property rights; risks related to
our business such as risks associated with our growth strategy,
including the integration of new operations, financial and
operational risks inherent in worldwide operations, foreign
exchange risks, income tax laws and other tax programs, the
termination, modification, delay or suspension of our contractual
agreements, our expectations regarding future revenue resulting
from bookings and backlog, our ability to attract and retain
qualified employees, to negotiate favourable contractual terms, to
deliver our services and to collect receivables, to disclose,
manage and implement environmental, social and governance (ESG)
initiatives and standards, and to achieve ESG commitments and
targets, including without limitation, our commitment to net-zero
carbon emissions, as well as the reputational and financial risks
attendant to cybersecurity breaches and other incidents, including
through the use of artificial intelligence, and financial risks
such as liquidity needs and requirements, maintenance of financial
ratios, our ability to declare and pay dividends, interest
rate fluctuations and changes in creditworthiness and credit
ratings; as well as other risks identified or incorporated by
reference in this press release, in CGI's annual and quarterly
MD&A and in other documents that we make public, including our
filings with the Canadian Securities Administrators (on SEDAR+ at
www.sedarplus.ca) and the U.S. Securities and Exchange Commission
(on EDGAR at www.sec.gov). Unless otherwise stated, the
forward-looking information and statements contained in this press
release are made as of the date hereof and CGI disclaims any
intention or obligation to publicly update or revise any
forward-looking information or forward-looking statements, whether
as a result of new information, future events or otherwise, except
as required by applicable law. While we believe that our
assumptions on which these forward-looking information and
forward-looking statements are based were reasonable as at the date
of this press release, readers are cautioned not to place undue
reliance on these forward-looking information or statements.
Furthermore, readers are reminded that forward-looking information
and statements are presented for the sole purpose of assisting
investors and others in understanding our objectives, strategic
priorities and business outlook as well as our anticipated
operating environment. Readers are cautioned that such information
may not be appropriate for other purposes. Further information on
the risks that could cause our actual results to differ
significantly from our current expectations may be found in the
section titled Risk Environment of CGI's annual and quarterly
MD&A, which is incorporated by reference in this cautionary
statement. We also caution readers that the above-mentioned risks
and the risks disclosed in CGI's annual and quarterly MD&A and
other documents and filings are not the only ones that could affect
us. Additional risks and uncertainties not currently known to us or
that we currently deem to be immaterial could also have a material
adverse effect on our financial position, financial performance,
cash flows, business or reputation.
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SOURCE CGI Inc.