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GIB.A (TSX)
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MONTRÉAL, Sept. 9, 2021 /CNW
Telbec/ - CGI (TSX: GIB.A) (NYSE: GIB) announced today that it has
priced its previously announced offering of senior unsecured
notes.
CGI will issue US$1.0 billion in
aggregate principal amount of senior unsecured notes, consisting of
US$600 million aggregate principal
amount of 5-year notes and US$400
million aggregate principal amount of 10-year notes.
The 5-year notes will bear interest at the rate of 1.450% per
annum. The 10-year notes will bear interest at the rate of 2.300%
per annum.
The offering is expected to close on or about September 14, 2021, subject to customary closing
conditions. The net proceeds from the offering of the notes are
expected to be approximately US$988.5
million after the initial purchasers' fees and estimated
offering expenses.
CGI intends to use the net proceeds from the offering to repay
indebtedness in an amount of approximately C$1,245 million under its unsecured committed
term loan credit facility maturing in March
2023.
The notes will be offered and sold 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 and sold in Canada on a private placement basis pursuant
to exemptions from the prospectus requirements of applicable
Canadian securities laws.
The notes 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 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 the notes and shall not constitute an offer,
solicitation or sale of any notes 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: risks relating to the closing of CGI's
offering of the 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.