Charles River Laboratories Announces Closing of Senior Notes Offering

Rhea-AI Summary

Charles River Laboratories (NYSE: CRL) has successfully closed a $1 billion offering of senior notes, comprising $500 million in 3.750% notes due 2029 and $500 million in 4.000% notes due 2031. The proceeds will primarily be used to redeem 5.5% senior notes due 2026 and finance the acquisition of Cognate BioServices. The notes are unregistered and offered only to qualified institutional buyers. Forward-looking statements are included, indicating potential risks and uncertainties affecting future results.

Positive

• Successfully raised $1 billion through senior notes offering.
• Proceeds earmarked for redeeming higher coupon notes and strategic acquisition of Cognate BioServices.

Negative

• The offering of unregistered notes may limit liquidity and investor access.
• Dependence on forward-looking statements introduces uncertainty regarding future financial performance.

Charles River Laboratories International, Inc. (NYSE: CRL) announced today that it has closed its previously announced offering of $500 million in aggregate principal amount of its 3.750% senior notes due 2029 (the “2029 notes”) and $500 million in aggregate principal amount of its 4.000% senior notes due 2031 (the “2031 notes” and, together with the 2029 notes, the “notes”) in an unregistered offering.

Charles River will use the gross proceeds of the offering of the notes to redeem its 5.5% senior notes due 2026 (the “2026 notes”), to fund, along with borrowings under its senior credit facilities, a portion of the purchase price for its proposed acquisition of Cognate BioServices, Inc., and to pay fees and expenses in connection with the offering, the redemption of the 2026 notes, and the amendment of its senior credit facilities.

The notes have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”), or under the securities laws of any other jurisdiction. Unless they are registered, the notes may be offered only in transactions that are exempt from registration under the Securities Act and applicable state securities laws. The notes were offered only to persons reasonably believed to be qualified institutional buyers under Rule 144A under the Securities Act and to non-U.S. persons outside the United States under Regulation S of the Securities Act.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the notes, nor shall there be any sale of the notes in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Caution Concerning Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “anticipate,” “believe,” “expect,” “intend,” “would,” “will,” “may,” “estimate,” “plan,” “outlook,” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Forward-looking statements include statements in this news release regarding the potential securities offering and our expectations regarding the payment of a portion of the purchase price for the proposed acquisition of Cognate BioServices, Inc. with the proceeds of the notes offering. Forward-looking statements are based on Charles River’s current expectations and beliefs, and involve a number of risks and uncertainties that are difficult to predict and that could cause actual results to differ materially from those stated or implied by the forward-looking statements. A further description of these risks, uncertainties, and other matters can be found in the Risk Factors detailed in Charles River's Annual Report on Form 10-K as filed on February 17, 2021, as well as other filings we make with the Securities and Exchange Commission. Because forward-looking statements involve risks and uncertainties, actual results and events may differ materially from results and events currently expected by Charles River, and Charles River assumes no obligation and expressly disclaims any duty to update information contained in this news release except as required by law.

About Charles River

Charles River provides essential products and services to help pharmaceutical and biotechnology companies, government agencies and leading academic institutions around the globe accelerate their research and drug development efforts. Our dedicated employees are focused on providing clients with exactly what they need to improve and expedite the discovery, early-stage development and safe manufacture of new therapies for the patients who need them.

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FAQ

What does Charles River Laboratories plan to do with the proceeds from the $1 billion senior notes offering?

Charles River Laboratories plans to use the proceeds to redeem existing 5.5% senior notes due 2026 and to finance a portion of the acquisition of Cognate BioServices.

When are the new senior notes from Charles River Laboratories due?

The new senior notes include 3.750% notes due in 2029 and 4.000% notes due in 2031.

What is the stock symbol for Charles River Laboratories?

The stock symbol for Charles River Laboratories is CRL.

What risks are associated with the forward-looking statements in Charles River's press release?

The forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from expectations.

Are the senior notes from Charles River Laboratories registered under the Securities Act?

No, the senior notes have not been registered under the Securities Act and are offered only to qualified institutional buyers.