#None #Cash Offer #Notes #Sodexo Inc.

Sodexo Inc. Announces Cash Tender Offer

In a recent announcement, Sodexo Inc. has initiated a cash tender offer to buy back all of its outstanding 1.634% Notes, which are set to mature in 2026. This move is part of the Company’s larger strategy to manage its debt effectively and extend its repayment schedule. The notes, which carry a fixed interest rate of 1.634%, have a principal amount outstanding of $500 million.

Details of the Offer

Sodexo's cash tender offer will officially run until May 22, 2025, at 5:00 PM New York City time, making it crucial for current holders of the notes to act promptly if they wish to participate. The acquisition of these notes is contingent upon satisfactory completion of a concurrent offering of new USD-denominated senior guaranteed debt securities, referred to as New Notes. This financing condition is pivotal for Sodexo to proceed with the repurchase of the existing notes.

The offering documents provide comprehensive details regarding the offer terms, including the applicable purchase price per $1,000 principal amount, determined by a fixed spread plus yield to maturity. The offer is designed to retire the tendered securities upon purchase, ultimately aiming to optimize and extend the company's overall debt maturity profile.

Investor Considerations

Holders of the outstanding securities are required to validly tender their notes prior to the expiration deadline to be eligible for the purchase price, which will also include accrued and unpaid interest until the anticipated settlement date of May 28, 2025. The anticipation surrounding this offer highlights the company's proactive approach to debt management and financial structuring.

It's important for investors to note that the offer is non-contingent on a minimum amount of securities being tendered, providing a unique opportunity for all holders of the notes to consider the offer without any risk associated with a minimum threshold.

The Role of Dealer Managers

To facilitate the cash tender process, Sodexo has engaged several Dealer Managers, including Citigroup Global Markets Inc., HSBC Securities (USA) Inc., and J.P. Morgan Securities LLC, among others. These firms will assist in managing the tendering process and answering any questions potential participants may have regarding the logistics of the offer.

Conclusion

The announcement by Sodexo Inc. to launch a cash tender offer signifies an important milestone in its financial strategy, reflecting its commitment to efficient capital management and long-term financial health. Participants in this offer are urged to read the Offer to Purchase thoroughly to make an informed decision regarding their participation before the critical deadlines around May 22 and 27, 2025. The ongoing efforts to refinance existing debt further illustrate the company's focus on stability and growth in the changing financial landscape.