APX Group Holdings, Inc. (the “Company”) announced that its
wholly owned subsidiary, APX Group, Inc. (the “Issuer”), intends,
subject to market and other conditions, to offer $250.0 million
aggregate principal amount of Senior Secured Notes due 2024 (the
“Notes”) in a private placement. The Issuer intends to use the net
proceeds from the Notes offering to redeem $250.0 million aggregate
principal amount of our 8.750% Senior Notes due 2020 (the “2020 Notes”),
and to pay the related accrued interest, and to pay all fees and
expenses related thereto and any remaining proceeds for general
corporate purposes. The partial redemption of the 2020 Notes is
conditioned on the consummation of the Notes offering. No assurances may
be given that these transactions will be completed on the timeline, in
the amount, or on the terms presently contemplated by the Company or at
all.
The Notes to be offered have not been registered under the Securities
Act of 1933, as amended (the “Securities Act”) or any state securities
laws. The Notes may not be offered or sold within the United States
except pursuant to an exemption from, or in a transaction not subject
to, the registration requirements of the Securities Act and applicable
state securities laws. The Notes will be offered, by the initial
purchasers, only to persons reasonably believed to be “qualified
institutional buyers” in reliance on the exemption from registration
provided by Rule 144A under the Securities Act and to certain non-U.S.
persons in offshore transactions in reliance on Regulation S.
This press release is being issued pursuant to Rule 135(c) under the
Securities Act, and it is neither an offer to sell or the solicitation
of an offer to buy any securities in any jurisdiction in which such an
offer, solicitation or sale would be unlawful.
Nothing in this press release constitutes a notice of redemption with
respect to the 2020 Notes.
Forward Looking Statements
This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. You can
identify these forward-looking statements by the use of words such as
“believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,”
“will,” “should,” “seeks,” “plans,” “scheduled,” “anticipates” or
“intends” or the negative version of these words or other comparable
words. Such forward-looking statements are subject to various risks,
uncertainties and assumptions including, among others, risks inherent in
the security and smart home industry, competition for security and smart
home customers, litigation, complaints or adverse publicity,
macroeconomic factors beyond the Company’s control, adverse publicity
and product liability claims, increases and/or decreases in utility and
other energy costs, increased costs related to utility or governmental
requirements, cost increases or shortages in security and smart home
technology products or components and the impact to the Company’s
business, results of operations, financial condition, regulatory
compliance and customer experience of the Vivint Flex Pay plan. In
addition, the origination and retention of new subscribers will depend
on various factors, including, but not limited to, market availability,
subscriber interest, the availability of suitable components, the
negotiation of acceptable contract terms with subscribers, local
permitting, licensing and regulatory compliance, and the Company’s
ability to manage anticipated expansion and to hire, train and retain
personnel, the financial viability of subscribers and general economic
conditions. Additional factors that could cause the Company’s results to
differ materially from those described in the forward-looking statements
can be found in the “Risk Factors” section of the Annual Report on Form
10-K/A of APX Group Holdings, Inc., the Company’s indirect parent, for
the fiscal year ended December 31, 2018, filed with the SEC, as such
factors may be updated from time to time in APX Group Holdings, Inc.’s
periodic filings with the SEC, which are accessible on the SEC’s website
at www.sec.gov.
Accordingly, there are or will be important factors that could cause
actual outcomes or results to differ materially from those indicated in
these statements. These factors should not be construed as exhaustive
and should be read in conjunction with the other cautionary statements
that are included in this release and in APX Group Holdings, Inc.’s
filings with the SEC. The Company undertakes no obligation to publicly
update or review any forward-looking statement, whether as a result of
new information, future developments or otherwise, except as required by
law.
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