LUXEMBOURG--(BUSINESS WIRE)--Regulatory News:
Eurofins Scientific (ERF FP, unrated), a global leader in bioanalytical testing, announces today:
- its intention to issue new Euro-denominated bonds for a benchmark size (i.e. minimum EUR 500M) (the “New Bonds”)
- the launch of tender offers (the “Tender Offers”) to repurchase its EUR 500M 2.250% Bonds (ISIN: XS1174211471) due 27 January 2022 (the "2022 Bonds") and its EUR 500M 3.375% Bonds (ISIN: XS1268496640) due 30 January 2023 (the "2023 Bonds", and together with the 2022 Bonds, the "Existing Bonds").
The Tender Offers include a priority order of the 2022 Bonds over the 2023 Bonds and are subject to the success of the issuance of the New Bonds. Results of the Tender Offers are expected to be announced on 14 May 2020 (subject to changes as a result of any extension, withdrawal, termination or amendment of the Tender Offers).
The purpose of the Tender Offers and the planned issuance of the New Bonds is to proactively manage the refinancing of Eurofins' outstanding bonds and increase the average life of its financing instruments. In case the size of the New Bonds exceeds the amount of bonds validly brought to the Tender Offers, Eurofins intends to apply the issuance’s net proceeds to refinance its shorter-dated debt instruments (bank lines, commercial paper - NEU CP).
Until it has been lawfully made public widely by Eurofins through approved distribution channels, this document contains inside information for the purpose of Regulation (EU) 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse, as amended.
This announcement does not constitute an invitation to participate in the Tender Offers or the issuance of New Bonds in or from any jurisdiction in or from which, or to or from any person to or from whom, it is unlawful to make such invitation under applicable securities laws. The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.
Tenders of Existing Bonds for purchase pursuant to the Tender Offers will not be accepted from qualifying holders in any circumstances in which such offer or solicitation is unlawful. Eurofins Scientific does not make any recommendation as to whether or not qualifying holders should participate in the Tender Offers.
Securities may not be offered or sold in the United States absent registration under, or an exemption from the registration requirements of, the Securities Act. The New Bonds have not been, and will not be, registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States, and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account or benefit of, any U.S. Person.
These Tender Offers are not being made and will not be made directly or indirectly in or into, or by use of the mails of, or by any means or instrumentality (including, without limitation, facsimile transmission, telex, telephone, email and other forms of electronic transmission) of interstate or foreign commerce of, or any facility of a national securities exchange of, the United States or to U.S. Persons as defined in Regulation S of the U.S. Securities Act of 1933, as amended (the Securities Act) (each a U.S. Person) and the Existing Bonds may not be tendered in the Tender Offers by any such use, means, instrumentality or facility from or within the United States, by persons located or resident in the United States or by U.S. Persons. Accordingly, any documents or materials related to these Tender Offers are not being, and must not be, directly or indirectly, mailed or otherwise transmitted, distributed or forwarded (including, without limitation, by custodians, nominees or trustees) in or into the United States or to any such person.
Any purported tender instruction in response to these Tender Offers resulting directly or indirectly from a violation of these restrictions will be invalid, and tender instructions made by a person located or resident in the United States or any agent, fiduciary or other intermediary acting on a non-discretionary basis for a principal giving instructions from within the United States or any U.S. Person will not be accepted.
For the purposes of the above paragraph, United States means the United States of America, its territories and possessions (including Puerto Rico, the U.S. Virgin Islands, Guam, American Samoa, Wake Island and the Northern Mariana Islands), any state of the United States of America and the District of Columbia.Notes for the editor:
About Eurofins – a global leader in bio-analysis
Eurofins Scientific, through its subsidiaries (hereinafter “Eurofins” or “the Group”), believes it is a global leader in food, environmental, pharmaceutical and cosmetics products testing and in agroscience CRO services. It is also one of the global independent market leaders in certain testing and laboratory services for genomics, discovery pharmacology, forensics, CDMO, advanced material sciences and in the support of clinical studies. In addition, Eurofins is one of the leading global emerging players in esoteric clinical diagnostic testing. With over 47,000 staff across a network of more than 900 independent companies in over 50 countries generally specialised by end client markets and operating more than 800 laboratories, Eurofins offers a portfolio of over 200,000 analytical methods to evaluate the safety, identity, composition, authenticity, origin, traceability and purity of biological substances and products, as well as providing innovative clinical diagnostic testing services. The Group’s objective is to provide customers with high-quality and innovative services, accurate results on time and, when requested, expert advice by its highly-qualified staff.
Eurofins is committed to pursuing its dynamic growth strategy by expanding both its technology portfolio and its geographic reach. Through R&D and acquisitions, the Group draws on the latest developments in the field of biotechnology and analytical chemistry to offer its clients unique analytical solutions and a very large range of testing methods.
As one of the most innovative and quality-oriented international companies in its industry, Eurofins is ideally positioned to support its clients’ increasingly stringent quality and safety standards and the increasing demands of regulatory authorities and healthcare practitioners around the world.
Shares in Eurofins Scientific are listed on the Euronext Paris Stock Exchange (ISIN FR0000038259, Reuters EUFI.PA, Bloomberg ERF FP).