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Xerox Holdings Corporation Announces Closing of Convertible Notes Offering
XRXXerox Holdings(XRX) Businesswire·2024-03-11 20:05

Core Viewpoint - Xerox Holdings Corporation has successfully closed a private placement of 350millionin3.75350 million in 3.75% Convertible Senior Notes due 2030, with an option for initial purchasers to buy an additional 50 million [1][2] Group 1: Financial Details - The net proceeds from the offering will be used to fund capped call transactions, refinance existing senior notes, repay other outstanding debts, cover related fees, and for general corporate purposes [2] - The Notes are convertible into cash and shares of common stock, with an initial conversion rate of 47.9904 shares per 1,000principalamount,equatingtoaconversionpriceofapproximately1,000 principal amount, equating to a conversion price of approximately 20.84 per share, representing a 25% premium over the closing price of 16.67onMarch6,2024[3]TheNoteswillmatureonMarch15,2030,andcanberedeemedbytheCompanystartingSeptember20,2027,undercertainconditions[4]Group2:CappedCallTransactionsTheCompanyhasenteredintocappedcalltransactionstomitigatepotentialdilutionofitscommonstockuponconversionoftheNotes,withacappriceofapproximately16.67 on March 6, 2024 [3] - The Notes will mature on March 15, 2030, and can be redeemed by the Company starting September 20, 2027, under certain conditions [4] Group 2: Capped Call Transactions - The Company has entered into capped call transactions to mitigate potential dilution of its common stock upon conversion of the Notes, with a cap price of approximately 28.34 per share, a 70% premium over the last reported sale price [5] Group 3: Regulatory and Offering Details - The Notes and related guarantees are offered only to qualified institutional buyers under Rule 144A, and they have not been registered under the Securities Act [6] - This announcement does not constitute an offer to sell or solicit offers to buy the Notes or any other securities [7] Group 4: Company Overview - Xerox has over 100 years of experience in redefining workplace technology, focusing on office and production print technology, and expanding into software and services to support hybrid workplaces [8]