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GIB.A (TSX)
GIB (NYSE)
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MONTRÉAL, Sept. 9, 2021
/PRNewswire/ - CGI (TSX: GIB.A) (NYSE: GIB) announced today that it
has commenced a private offering of senior unsecured notes seeking,
subject to market conditions, an aggregate principal amount of
approximately US$1 billion. The notes
would be issued in two tranches of different maturities, carrying
different interest rates.
CGI intends to use the net proceeds from the offering to repay
indebtedness under its unsecured committed term loan credit
facility maturing in March 2023.
The notes will be offered to qualified institutional buyers in
the United States pursuant to Rule
144A and outside the United States
pursuant to Regulation S under the U.S. Securities Act of 1933, as
amended, (the "Securities Act"). The notes will be offered in
Canada on a private placement
basis pursuant to exemptions from the prospectus requirements of
applicable Canadian securities laws.
The notes to be offered have not been registered under the
Securities Act or any state securities laws and may not be offered
or sold in the United States
except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and
applicable state securities laws. The notes to be offered have not
been qualified by way of prospectus in any province or territory of
Canada and may not be offered or
sold in Canada except pursuant to
an exemption from, or in a transaction not subject to, the
prospectus requirements of applicable Canadian securities laws.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of these notes and shall not
constitute an offer, solicitation or sale of any securities in any
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 78,000 consultants and other 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 2020 reported revenue is C$12.16
billion and CGI shares are listed on the TSX (GIB.A) and the
NYSE (GIB).
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: conditions in financial markets,
investor response to CGI's offering of notes, risks related to the
market such as the level of business activity of our clients, which
is affected by economic and political conditions, external risks
(such as pandemics) and our ability to negotiate new contracts;
risks related to our industry such as competition and our ability
to attract and retain qualified employees, to develop and expand
our services, 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, our ability to negotiate favourable contractual terms, to
deliver our services and to collect receivables, and the
reputational and financial risks attendant to cybersecurity
breaches and other incidents; 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.sedar.com) and the U.S. Securities and Exchange
Commission (on EDGAR at www.sec.gov). For a discussion of risks in
response to the coronavirus (COVID-19) pandemic, see Pandemic Risks
in section 8.1.1. of our Q3 2021 quarterly MD&A. 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.