ZEBRA TECHNOLOGIES CORPORATION (NASDAQ:ZBRA) Files An 8-K Regulation FD DisclosureItem 7.01
On July6, 2017, Zebra Technologies Corporation (the “Company”) provided notice (the “Notice”) of a conditional partial redemption (the “Redemption”) to the holders of its $1,050,000,000 aggregate principal amount of 7.25% Senior Notes due 2022 (the “Notes”) to the Indenture, dated as of October15, 2014, by and between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by that certain supplemental indenture, dated October27, 2014, by and among the Company, the guarantors party thereto and the Trustee (as amended, supplemented or modified, the “Indenture”). to the Notice, the Company has elected to redeem $750,000,000 in principal amount of the outstanding Notes on August7, 2017 (the “Redemption Date”). The redemption price of the Notes, as set forth in the Indenture, is equal to 100.000% of the principal amount of such Notes redeemed, plus the Applicable Premium thereon (as defined in the Indenture) as of the Redemption Date, and accrued and unpaid interest thereon, to, but excluding, the Redemption Date.
The Redemption will be conditioned upon the Company’s receipt of proceeds from one or more new lower-cost financing transactions, including a term loan credit facility, sufficient in the Company’s sole discretion, to pay the redemption price and to effect the other transactions contemplated by such financing transactions, including paying the related fees and expenses, on or prior to the Redemption Date (the “Financing Condition”). If the Financing Condition is not satisfied by August7, 2017, at the Company’s discretion, the Redemption Date may be delayed until such time the Financing Condition is satisfied, or the redemption or purchase may not occur or the notice of redemption may be rescinded.
The Company has instructed the Trustee to send a notice of conditional partial redemption in the name of the Company to all currently registered holders of the Notes. This Current Report on Form 8-K does not constitute a notice of redemption under the Indenture, nor an offer to tender for, or purchase, any Notes or any other security.
This Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws. Statements related to, among other things, the completion of the conditional partial redemption of the Notes or the consummation of the related financing transactions constitute forward-looking statements. For a description of factors that may cause Zebra’s actual results, performance or expectations to differ from any forward-looking statements, please review the information under the heading “Risk Factors” included in Item1A of Zebra’s 2016 Annual Report on Form 10-Kand other documents of Zebra’s on file with or furnished to the Securities and Exchange Commission. Any forward-looking statements made in this press release are qualified by these cautionary statements, and there can be no assurance that the actual results or developments anticipated by Zebra will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, Zebra or its business or operations. Except as required by law, Zebra undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise. We caution you that actual outcomes and results may differ materially from what is expressed, implied or forecasted by Zebra’s forward-looking statements.
About ZEBRA TECHNOLOGIES CORPORATION (NASDAQ:ZBRA)
Zebra Technologies Corporation offers a range of solutions in the automatic information and data capture industry. The Company designs, manufactures and sells a range of products that capture and move data, including mobile computers; barcode scanners and imagers; radio frequency identification device (RFID) readers; specialty printers for barcode labelling and personal identification; real-time location systems (RTLS); related accessories and supplies, such as self-adhesive labels and other consumables, and software and services that are associated with these products. The Company has two segments: Legacy Zebra and Enterprise. End-users of the Company’s products include those in the retail, transportation and logistics, manufacturing, healthcare, hospitality, warehouse and distribution, energy and utilities, and education industries around the world.