Charles River Laboratories Announces Planned Offering of $1 Billion of Senior Notes

Rhea-AI Summary

Charles River Laboratories (NYSE: CRL) announced plans to offer $1 billion in senior notes due 2029 and 2031, subject to market conditions. The proceeds will be utilized to redeem existing 5.5% senior notes due 2026 and to finance part of the proposed acquisition of Cognate BioServices. The offering is unregistered and will only be available to qualified institutional buyers and non-U.S. persons. This press release includes forward-looking statements and cautions investors about associated risks and uncertainties that may affect actual results.

Positive

• Plans to redeem 5.5% senior notes enhances financial management.
• Funding for the acquisition of Cognate BioServices may bolster growth.

Negative

• Offering large amounts of senior notes may increase debt levels.
• Acquisition of Cognate BioServices introduces integration risks.

Charles River Laboratories International, Inc. (NYSE: CRL) announced today that it intends to offer $1 billion aggregate principal amount of senior notes due 2029 and 2031 (the “notes”) in an unregistered offering, subject to market conditions.

Charles River intends to 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 will be 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 news 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,” “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 redemption of 5.5% senior notes due 2016 or 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 is the purpose of Charles River Laboratories' $1 billion senior notes offering?

The offering aims to redeem existing 5.5% senior notes due 2026 and fund part of the acquisition of Cognate BioServices.

When are the senior notes due for repayment?

The senior notes are due in 2029 and 2031.

What risks are associated with Charles River Laboratories' forward-looking statements?

The risks include uncertainties surrounding the notes offering and the potential acquisition of Cognate BioServices, which could affect actual outcomes.

Who can participate in the senior notes offering?

The offering is limited to qualified institutional buyers and non-U.S. persons.

How might the acquisition of Cognate BioServices impact Charles River Laboratories?

The acquisition has potential growth benefits but also integration risks.