Unisys Announces Proposed $700 Million Private Offering of Senior Secured Notes; Net Proceeds to Refinance Existing Notes and Partially Fund U.S. Pension Plan

Core Viewpoint - Unisys Corporation plans to offer $700 million in Senior Secured Notes and simultaneously initiate a cash tender offer for its existing $485 million Senior Secured Notes, aiming to improve its financial structure and address long-term liabilities [1][2]. Group 1: Offering Details - The offering of Senior Secured Notes will be conducted through a private offering to qualified institutional buyers and certain persons outside the U.S. under the Securities Act [1]. - The company intends to use the net proceeds from the offering, along with cash on hand, to finance the Tender Offer and related expenses, redeem remaining Existing Notes, fund pension deficits, and for general corporate purposes [2]. Group 2: Tender Offer and Consent Solicitation - The Tender Offer includes soliciting consents to amend the existing indenture of the Existing Notes, aiming to eliminate restrictive covenants and certain events of default [1]. - The Tender Offer and Consent Solicitation are contingent upon the successful completion of the Senior Secured Notes offering and other customary conditions [5]. Group 3: Security and Guarantees - The Senior Secured Notes will be guaranteed by material domestic subsidiaries of Unisys and secured by liens on substantially all assets of Unisys and its subsidiary guarantors [3]. - The guarantees will include a pledge of 100% of the capital stock of each first-tier domestic and foreign subsidiary [3]. Group 4: Regulatory Considerations - The Senior Secured Notes have not been registered under the Securities Act and cannot be offered or sold in the U.S. without registration or an applicable exemption [4].