G4S International gives tender results, calls 2023, 2024, 2025 notes

Chicago, June 18 – G4S International Finance plc announced the results of its tender offers for three series of notes on Friday, according to a press release.

The company received tenders for, and will accept, the following amounts of notes:

• €471,678,000 of the €500 million outstanding of 1.5% guaranteed notes due 2023 (ISIN: XS1515216650) to be repurchased at 102.125, inclusive of a 2% early tender payment;

• €486,272,000 of the €500 million outstanding of 1.5% guaranteed notes due 2024 (ISIN: XS1619992883) to be repurchased at 103.375, inclusive of a 3% early tender payment; and

• €532,426,000 of the €550 million 1.875% guaranteed notes due 2025 (ISIN: XS1824462896) to be repurchased at 104.5, inclusive of a 4% early tender payment.

The offer ended 4 a.m. ET on June 18.

The notes are guaranteed by G4S plc.

Proposals

G4S was also seeking noteholder approval to modify the notes so that they can be redeemed early.

Meetings were held on June 18 to pass the related extraordinary resolutions.

At each meeting, the relevant extraordinary resolution was duly passed and the relevant proposal approved.

The company will redeem all notes not tendered in the offers on June 22.

The issuer will pay 100.125 for the 2023 notes, 100.375 for the 2024 notes and 100.5 for the 2025 notes.

Noteholders were able to submit separate consents for the extraordinary resolutions, separate from the tender offer.

Noteholders who submitted an early consent by 5 p.m. ET on June 3 will receive a 2% consent free for the 2023 notes, a 3% consent fee for the 2024 notes and a 4% consent fee for the 2025 notes.

For the extraordinary resolutions to be passed, the company needed a quorum representing not less than two-thirds of the amount of notes outstanding.

The voting deadline was noon ET on June 15.

Background

The company is being purchased by Allied Universal. G4S understands that Allied Universal wishes to streamline its capital structure. G4S aims to help them achieve this goal. If the offers are accepted and the proposals (below) passed, the company will apply to S&P Global Ratings to withdraw ratings on the company and the notes.

A change of control has technically occurred as of April 6, due to the acquisition. As a result of the acquisition, the company and the notes were downgraded to B from BBB- on April 22 by S&P.

As a result of the rating downgrade, the notes would have been subject to a step-up in the coupon payment rate. The coupons would technically have stepped up on Jan. 9, 2022.

Details

Allied Universal will use money from recent borrowings and equity contributions to fund the offers.

Citigroup Global Markets Ltd. is the dealer manager (+44 20 7986 8969, 800 558-3745, 212 723-6106, liabilitymanagement.europe@citi.com).

Lucid Issuer Services Ltd. is the tender and information agent (+44 20 7704 0880, g4s@lucid-is.com).

G4S is a multinational security services company with headquarters in London.

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