Element Announces Proposed Private Offering of Senior Notes
June 21 2023 - 8:07AM
Element Fleet Management Corp. (TSX: EFN) (“Element” or the
“Company”), the largest publicly traded pure-play automotive fleet
manager in the world, today announced that it intends to sell
senior unsecured notes (the “Notes”) in a proposed private offering
that will not be registered under the Securities Act of 1933, as
amended (the “Securities Act”), subject to market and other
conditions (the “Notes Offering”). The Company intends to use the
net proceeds from the Notes Offering for working capital and
general corporate purposes.
The Notes will not be registered under the
Securities Act or any state securities laws in the United States
and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements under the Securities Act and applicable state
securities laws. Accordingly, the Notes are being offered and sold
only to persons reasonably believed to be qualified institutional
buyers in accordance with Rule 144A under the Securities Act and to
non-U.S. persons outside the United States in accordance with
Regulation S under the Securities Act. Additionally, in Canada the
offering will be made pursuant to exemptions from the prospectus
requirements of applicable Canadian securities laws.
This press release does not constitute an offer
to sell or a solicitation of an offer to buy any securities, nor
shall there be any sale of securities in any state or jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any
such state or jurisdiction.
About Element Fleet
Management
Element Fleet Management (TSX: EFN) is the
largest publicly traded pure-play automotive fleet manager in the
world, providing the full range of fleet services and solutions to
a growing base of loyal, world-class clients – corporates,
governments and not-for-profits – across North America, Australia
and New Zealand. Element’s services address every aspect of
clients’ fleet requirements, from vehicle acquisition, maintenance,
accidents and remarketing, to integrating EVs and managing the
complexity of gradual fleet electrification. Clients benefit from
Element’s expertise as the largest fleet solutions provider in its
markets, offering unmatched economies of scale and insight used to
reduce fleet operating costs and improve productivity and
performance.
Forward-Looking Statements
This press release includes forward-looking
statements regarding Element and its business. Such statements are
based on the current expectations and views of future events of
Element’s management. In some cases the forward-looking statements
can be identified by words or phrases such as “may”, “will”,
“expect”, “plan”, “anticipate”, “intend”, “potential”, “estimate”,
“believe” or the negative of these terms, or other similar
expressions intended to identify forward-looking statements,
including, among others, statements regarding the use of proceeds
from the offering of the Notes, Element’s ability to execute on its
client-centric business strategy, including improvements to
run-rate profitability, enhancements to clients’ service experience
and service levels, enhancement of financial performance,
improvements to client retention trends, reduction of operating
expenses, increases in efficiency, EV strategy and capabilities,
plans to sell its interests in non-core assets, terms of the
dividend reinvestment plan, creation of value for all stakeholders,
expectations regarding syndication, growth prospects, level of
workforce engagement, improvements to magnitude and quality of
earnings, executive hiring and retention, process and
infrastructure transformation, focus and discipline in investing,
balance sheet management and plans to reduce leverage ratios,
anticipated benefits of the balanced scorecard initiative and
expectations regarding financial performance. No forward-looking
statement can be guaranteed. Forward-looking statements and
information by their nature are based on assumptions and involve
known and unknown risks, uncertainties and other factors which may
cause Element’s actual results, performance or achievements, or
industry results, to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statement or information. Accordingly, readers
should not place undue reliance on any forward-looking statements
or information. Such risks and uncertainties include those
regarding the ongoing COVID-19 pandemic, risks related to vehicle
manufacturers’ production delays, risks regarding the fleet
management and finance industries, economic factors, risks related
to global EV adoption rates, risks related to the payment of
dividends, risks related to business integration and many other
factors beyond the control of Element. A discussion of the material
risks and assumptions associated with this outlook can be found in
Element’s annual MD&A and Annual Information Form for the year
ended December 31, 2022, each of which has been filed on SEDAR and
can be accessed at www.sedar.com. Except as required by applicable
securities laws, forward-looking statements speak only as of the
date on which they are made and Element undertakes no obligation to
publicly update or revise any forward-looking statement, whether as
a result of new information, future events, or otherwise.
Contact:
Michael Barrett
Vice President, Investor Relations
(416) 646-5698
mbarrett@elementcorp.com
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