Maxar Technologies Announces Release of Proceeds of Notes Offering from Escrow and Effectiveness of Credit Facility Amendment
December 11 2019 - 1:42PM
Business Wire
Maxar Technologies Inc. (NYSE:MAXR) (TSX:MAXR) (the “Company”),
a trusted partner and innovator in Earth Intelligence and Space
Infrastructure, today announced that proceeds from the offering and
sale of the 9.750% Senior Secured Notes due 2023 (the “Notes”)
issued by SSL Robotics LLC, the Company’s wholly-owned subsidiary,
were released from escrow, the Company assumed SSL Robotics LLC’s
obligations as issuer of the Notes and the Notes became senior,
first-priority secured obligations of the Company, certain
subsidiaries (the “Guarantors”) of the Company that are guarantors
under its existing syndicated credit facility (the “Syndicated
Credit Facility”) provided guarantees of the Notes on a senior,
first-priority secured basis, the Company and the Guarantors
entered into certain security and collateral arrangements and an
acknowledgement to a first lien intercreditor agreement, and the
Guarantors entered into a joinder agreement to the purchase
agreement in respect of the Notes.
Upon release from escrow, the Company used the proceeds from the
Notes and the previously-announced closing of its Palo Alto real
estate sale and leaseback transactions to repay all of the
borrowings that were outstanding as of September 30, 2019 under the
Company’s revolving credit facility, and term loans A-1 and A-2,
each under the Company’s Syndicated Credit Facility, and to pay
certain fees and expenses related to the offering of the Notes, the
use of proceeds therefrom, and the previously announced amendment
of the Company’s Syndicated Credit Facility. The Credit Facility
amendment became unconditional concurrent with consummation of the
foregoing transactions and delivery of certain other documentary
conditions precedent.
The Notes were offered and sold to qualified institutional
buyers in the United States pursuant to Rule 144A under the
Securities Act of 1933, as amended (the “Securities Act”) and
outside the United States pursuant to Regulation S under the
Securities Act. 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 without registration or an applicable
exemption from the registration requirements of the Securities
Act.
This press release is neither an offer to sell nor the
solicitation of an offer to buy the Notes or any other securities,
and no offer, solicitation or sale will be made in any jurisdiction
in which, or to any persons to whom, such an offer, solicitation or
sale is unlawful. Any offers of the Notes will be made only by
means of a private offering memorandum.
The operations of DigitalGlobe, SSL and Radiant Solutions were
unified under the Maxar brand in February; MDA continues to operate
as an independent business unit within the Maxar organization.
About Maxar
Maxar is a trusted partner and innovator in Earth Intelligence
and Space Infrastructure. We deliver disruptive value to government
and commercial customers to help them monitor, understand and
navigate our changing planet; deliver global broadband
communications; and explore and advance the use of space. Our
unique approach combines decades of deep mission understanding and
a proven commercial and defense foundation to deploy solutions and
deliver insights with unrivaled speed, scale and cost
effectiveness. Maxar’s 5,800 team members in 30 global locations
are inspired to harness the potential of space to help our
customers create a better world. Maxar trades on the New York Stock
Exchange and Toronto Stock Exchange as MAXR. For more information,
visit www.maxar.com.
Forward-Looking Statements
Certain statements and other information included in this
release constitute "forward-looking information" or
"forward-looking statements" (collectively, "forward-looking
statements") under applicable securities laws. Statements including
words such as "may," "will," "could," "should," "would," "plan,"
"potential," "intend," "anticipate," "believe," "estimate" or
"expect" and other words, terms and phrases of similar meaning are
often intended to identify forward-looking statements, although not
all forward-looking statements contain these identifying words.
Forward-looking statements involve estimates, expectations,
projections, goals, forecasts, assumptions, risks and
uncertainties, as well as other statements referring to or
including forward-looking information included in this
presentation.
Forward-looking statements are subject to various risks and
uncertainties which could cause actual results to differ materially
from the anticipated results or expectations expressed in this
presentation. As a result, although management of the Company
believes that the expectations and assumptions on which such
forward-looking statements are based are reasonable, undue reliance
should not be placed on the forward-looking statements because the
Company can give no assurance that they will prove to be correct.
The risks that could cause actual results to differ materially from
current expectations include, but are not limited to, the risk
factors and other disclosures about the Company and its business
included in the Company's continuous disclosure materials filed
from time to time with U.S. securities and Canadian regulatory
authorities, which are available online under the Company's EDGAR
profile at www.sec.gov, under the Company's SEDAR profile at
www.sedar.com or on the Company's website at www.maxar.com.
The forward-looking statements contained in this release are
expressly qualified in their entirety by the foregoing cautionary
statements. All such forward-looking statements are based upon data
available as of the date of this presentation or other specified
date and speak only as of such date. The Company disclaims any
intention or obligation to update or revise any forward-looking
statements in this presentation as a result of new information or
future events, except as may be required under applicable
securities legislation.
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version on businesswire.com: https://www.businesswire.com/news/home/20191211005859/en/
Investor Relations Contact: Jason Gursky Maxar VP
Investor Relations 1-303-684-2207 jason.gursky@maxar.com Media
Contact: Turner Brinton Maxar Media Relations 1-303-684-4545
turner.brinton@maxar.com
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