Domino's Pizza, Inc., the largest pizza company in the world based on retail sales, announced that certain of its subsidiaries intend to complete a recapitalization transaction, which will include the refinancing of a portion of their outstanding securitization debt with a new series of securitized debt.
The company's last recapitalization occurred in July 2017, with the issuance of a $1.9 billion securitized financing facility consisting of $300 million of floating rate notes and $1.6 billion of fixed rate notes and the entry into a new $175 million variable funding note facility (the "2017 VFN Note Facility") that replaced the 2015 VFN Notes (defined below). As of December 31, 2017, there was approximately $46.7 million of outstanding letters of credit and $128.3 million of available borrowing capacity under the 2017 VFN Note Facility.
The company's prior recapitalization before the 2017 Recapitalization occurred in October 2015 (the "2015 Recapitalization"), with the issuance of a $1.425 billion securitized financing facility consisting of $1.3 billion of fixed rate notes (the "2015 Notes") and $125 million of variable funding notes (the "2015 VFN Notes").
The company's subsidiaries intend to issue approximately $825 million of new securitized notes (the "2018 Notes") and to use the proceeds to prepay and retire approximately $491.3 million of the outstanding 2015 Notes at par, to pay transaction fees and for general corporate purposes.
The consummation of the offering is subject to market and other conditions and is anticipated to close in the second quarter of 2018. However, there can be no assurance that we will be able to successfully complete the refinancing transaction on the terms described or at all.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the 2018 Notes or any other security. The notes to be offered have not been, and will not be, registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933.
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