JDA Software Announces Pricing of $275 Million of Senior Notes
07 Décembre 2009 - 9:19PM
Business Wire
JDA® Software Group, Inc. (NASDAQ: JDAS) today announced that it
has priced its offering of $275 million in aggregate principal
amount of 8.00% senior notes due 2014, in an offering to qualified
institutional buyers in the United States pursuant to Rule 144A and
outside the United States pursuant to Regulation S under the
Securities Act of 1933, as amended. The issue price is 98.988% of
the principal amount of the senior notes. The closing of the sale
of the senior notes, which is subject to customary conditions, is
expected to occur on December 10, 2009.
JDA intends to use the proceeds of the offering, along with its
existing cash and cash on hand at i2 Technologies, Inc. (NASDAQ:
ITWO), to pay the cash portion of the consideration payable to i2’s
common and preferred shareholders in connection with the previously
announced acquisition of i2 by JDA, as well as the estimated fees
and other transactions costs of the acquisition and offering. The
notes will be guaranteed by JDA’s existing and future domestic
subsidiaries, including, following the closing of the acquisition,
i2 and its domestic subsidiaries, other than certain immaterial
subsidiaries.
The senior notes have not been registered under the Securities
Act of 1933, as amended, or applicable state securities laws, and
will be offered only to qualified institutional buyers in reliance
on Rule 144A and in offshore transactions pursuant to Regulation S
under the Securities Act of 1933, as amended. Unless so registered,
the senior notes may not be offered or sold in the United States
except pursuant to an exemption from the registration requirements
of the Securities Act and applicable state securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
About JDA Software Group, Inc. (Pre-Acquisition)
JDA® Software Group, Inc. (NASDAQ: JDAS) is the world’s leading
supply chain solutions provider, helping companies optimize
operations and improve profitability. For more information about
JDA, visit www.jda.com or contact us at info@jda.com or call
+1.800.479.7382 / +1.480.308.3000.
Forward-Looking Statements
This press release contains “forward-looking” statements within
the meaning of Section 21E of the Securities Exchange Act of 1934
and Section 27A of the Act. Forward-looking statements reflect
current expectations and projections about future events, and thus
involve uncertainty and risk. It is possible that future
events, including whether the offering is completed on the terms
specified or at all, may differ from expectations due to a variety
of risks and other factors such as those described in JDA’s Annual
Report on Form 10-K for the fiscal year ended December 31, 2008, as
updated by subsequent Quarterly Reports on Form 10-Q, as filed with
the U.S. Securities and Exchange Commission. It is not
possible to foresee or identify all such factors. Any
forward-looking statements in this news release are based on
certain assumptions and analyses made in light of JDA’s experience
and perception of historical trends, current conditions, expected
future developments, and other factors it believes are appropriate
in the circumstances. Forward-looking statements are not a
guarantee of future performance and actual results or developments
may differ materially from expectations. JDA does not intend
to update any particular forward-looking statements contained in
this press release.
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