Xerox announces early results in tender offers for notes due 2024, 2025

By Mary-Katherine Stinson

Lexington, Ky., March 18 – Xerox Holdings Corp. announced the early results of its cash tender offers for any and all of its $300 million outstanding 3.8% senior notes due 2024 (Cusip: 984121CJO) and up to $362 million of its $750 million outstanding 5% senior notes due 2025 (Cusip: 98421MAA4, U98401AA7), according to a press release.

As of the early tender date of 5 p.m. ET on March 15, which was also the withdrawal deadline, $82,842,000 of the 2024 notes was tendered and accepted for purchase and $544,166,000 of the 2025 notes was tendered with $362 million accepted for purchase.

As reported on March 5, the company increased the maximum principal amount of the 2025 notes that it would purchase to $362 million from $94 million.

As the 2025 notes offer was oversubscribed, the notes will be accepted on a prorated basis, subject to a proration factor of about 66.608%.

Xerox has elected to purchase the accepted early tendered notes from both series on the early settlement date of March 20.

Pricing was determined at 10 a.m. ET on March 18.

For the 2024 notes, the total consideration will be $997.23 per $1,000 note with pricing based on the ¼% U.S. Treasury due May 15, 2024 and a fixed spread of zero bps. For the 2025 notes, the total consideration is $989.49 per $1,000 note with pricing based on the 2% U.S. Treasury due Aug. 15, 2025 and a fixed spread of 85 basis points.

For each series, the total consideration will include an early tender payment of $30 per $1,000 principal amount of notes tendered by the early tender date. Holders of the 2024 notes tendering after the early tender date will only be eligible to receive the tender offer consideration, which is the total consideration less the early tender payment. Xerox will not accept any tenders of the 2025 notes after the early deadline.

The company will also pay accrued interest.

The offers will expire at 5 p.m. ET on April 1.

Final settlement is expected to be on April 3.

The offers are subject to a financing condition but are not conditioned on the tender of any minimum principal amount of securities.

Concurrently with the commencement of the tender offers, the company also announced an offering of senior notes due 2029.

Citigroup Global Markets Inc. (800 558-3745) is the dealer manager for the tender offers.

Global Bondholder Services Corp. (855 654-2014 or 212 430-3774) is the tender and information agent.

Xerox is a supplier of print and digital document products and services. The company is based in Norwalk, Conn.

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