Rimini BidCo S.p.A. (the "Company"), an entity controlled by funds affiliated with Apollo Global Management, Inc., announces its intention to issue and sell ?445 million Floating Rate Sustainability-Linked Senior Secured Notes due 2026 (the "Notes") in an offering (the "Offering") that will be exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act").
The Company expects to use the gross proceeds of the Offering to (i) repay certain outstanding borrowings of Reno de Medici S.p.A. ("RdM") and its subsidiaries, (ii) repay outstanding borrowings incurred by the Company in connection with the acquisition of RdM and (iii) pay certain fees and expenses relating to the acquisition of RdM.
The Company reserves the right to determine whether to proceed with the Offering based on market conditions.
The Notes are being offered only to persons reasonably believed to be (i) qualified institutional buyers within the meaning of Rule 144A under the Securities Act and (ii) non-U.S. investors pursuant to Regulation S under the Securities Act. The Notes will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent a valid registration statement or an applicable exemption from registration requirements or a transaction not subject to the registration requirements of the Securities Act or any state securities laws.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.
MiFID II professionals/ECPs-only/No PRIIPs KID ? Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as not available to retail in EEA and the UK.
This communication and other written or oral statements made by or on behalf of the Company contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are made under the "safe harbor" provisions of The Private Securities Litigation Reform Act of 1995. In particular, statements using words such as "may," "seek," "will," "likely," "assume," "estimate," "expect," "anticipate," "intend," "believe," "do not believe," "aim," "predict," "plan," "project," "continue," "potential," "guidance," "foresee", "might", "objective," "outlook," "trends," "future," "could," "would," "should," "target," "on track" or their negatives or variations, and similar terminology and words of similar import, generally involve future or forward-looking statements. Forward-looking statements reflect the Company's current views, plans or expectations with respect to future events and financial performance. They are inherently subject to significant business, economic, competitive and other risks, uncertainties and contingencies. The inclusion of forward-looking statements in this or any other communication should not be considered as a representation by the Company or any other person that current plans or expectations will be achieved. Accordingly, you should not place undue reliance on any forward-looking statement. Forward-looking statement speak only as of the date on which they are made, and the Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise, except as otherwise required by law.