Uber Technologies, Inc. (NYSE: UBER) today announced the pricing of $1.2 billion principal amount of 7.500% Senior Notes due 2027 (the “notes”). The principal amount of the offering was increased from the previously announced offering size of $750 million. The notes are being offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) and to non-U.S. persons in accordance with Regulation S under the Securities Act. The sale of the notes is expected to close on September 17, 2019, subject to the satisfaction of customary closing conditions.
The notes will accrue interest payable semiannually in arrears on March 15 and September 15 of each year, beginning on March 15, 2020, at a rate of 7.500% per year. The notes will be guaranteed by one of Uber’s subsidiaries, Rasier, LLC, as of the closing date, and thereafter will be guaranteed by all of Uber’s domestic restricted subsidiaries that are or become borrowers or guarantors under its 2016 senior secured term loan B facility. The notes and the guarantees will be Uber’s and the guarantors’ general unsecured senior obligations.
Uber intends to use the proceeds from this offering primarily to fund a portion of the purchase price in connection with the closing of Uber’s pending acquisition of Careem Inc.
The notes have not been registered under the Securities Act or any state securities laws, and unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.
This press release is neither an offer to sell nor a solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation or sale of any securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
This press release contains forward-looking statements within the meaning of the federal securities laws. These statements include, but are not limited to, statements concerning the expected closing of the offering and the anticipated use of the net proceeds from the offering. Forward-looking statements include all statements that are not historical facts. In some cases, forward-looking statements can be identified by terms such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “potential,” “will,” or similar expressions and the negatives of those words. Forward-looking statements involve substantial risks and uncertainties that may cause actual results to differ materially from those that Uber expects. These risks and uncertainties include market risks, trends and conditions. These and other risks are more fully described in Uber’s filings with the Securities and Exchange Commission, including in the section titled “Risk Factors” in its Quarterly Report on Form 10-Q for the quarter ended June 30, 2019. In light of these risks, you should not place undue reliance on such forward-looking statements. Forward-looking statements represent Uber’s beliefs and assumptions only as of the date of this press release. Uber disclaims any obligation to update forward-looking statements.
Uber’s mission is to create opportunity through movement. We started in 2010 to solve a simple problem: how do you get access to a ride at the touch of a button? More than 10 billion trips later, we’re building products to get people closer to where they want to be. By changing how people, food, and things move through cities, Uber is a platform that opens up the world to new possibilities.