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Hilton Announces Pricing of Senior Notes Offering

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Hilton Worldwide Holdings Inc. (NYSE: HLT) announced the finalization of an offering of $550 million aggregate principal amount of 5.875% Senior Notes due 2029 and $450 million aggregate principal amount of 6.125% Senior Notes due 2032. The offering is set to occur on March 26, 2024, with proceeds intended for general corporate purposes and debt repayment.
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The offering of Senior Notes by Hilton Domestic Operating Company Inc., a subsidiary of Hilton Worldwide Holdings Inc., is a significant move in the company's financial strategy. The issuance of $550 million of 5.875% Senior Notes due 2029 and $450 million of 6.125% Senior Notes due 2032 indicates a proactive approach to capital management. This action is likely to affect the company's leverage and interest expense profile, potentially influencing its credit ratings and stock valuation.

Investors should note the interest rates attached to these notes, which are relatively high compared to current U.S. Treasury rates. This suggests that Hilton is compensating investors for taking on additional risk associated with the company's credit profile. The intended use of proceeds for general corporate purposes, including the repayment of existing debt, could improve the company's debt maturity profile and liquidity position. However, the impact on the company's financial flexibility and overall cost of capital will depend on the terms of the debt being repaid and the opportunities pursued with the remaining funds.

Hilton's decision to issue Senior Notes and the chosen interest rates reflect broader market conditions and investor appetite for corporate debt. In the hospitality industry, access to capital is essential for maintaining and expanding operations, especially in a post-pandemic recovery phase. The move to secure long-term financing could be indicative of Hilton's confidence in its business model and future growth prospects.

It's important to recognize the competitive landscape in which Hilton operates. The company's ability to secure favorable terms despite the relatively high-interest rates could signal strength and stability to investors. On the other hand, the market's reception of these notes will also provide insight into how investors view the risk associated with the hospitality sector as it recovers from global disruptions.

The issuance of Senior Notes by Hilton is structured to comply with securities regulations, specifically leveraging exemptions under Rule 144A and Regulation S of the Securities Act of 1933. This approach allows Hilton to target institutional investors and certain non-U.S. persons without the burden of a public registration. The legal intricacies of such offerings are important for ensuring the company's compliance and minimizing legal risk.

Investors should be aware that the Notes are not registered under the Securities Act, which means they are subject to certain transfer restrictions and may lack the liquidity of publicly traded securities. The reliance on exemptions also underscores the targeted nature of the offering, aimed at sophisticated investors capable of evaluating the risks associated with the investment.

MCLEAN, Va.--(BUSINESS WIRE)-- Hilton Worldwide Holdings Inc. (NYSE: HLT) (“Hilton”) announced today that its indirect subsidiary Hilton Domestic Operating Company Inc. (the “Issuer”) finalized the terms of the Issuer’s offering of $550 million aggregate principal amount of 5.875% Senior Notes due 2029 (the “2029 Notes”) and $450 million aggregate principal amount of 6.125% Senior Notes due 2032 (the “2032 Notes” and, together with the 2029 Notes, the “Notes”). The Issuer anticipates that consummation of the offering will occur on March 26, 2024, subject to customary closing conditions, and intends to use the net proceeds of the offering for general corporate purposes, including the repayment of $200 million of indebtedness under the senior secured revolving credit facility, investments and acquisitions.

The Notes offered have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. The Notes may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Notes were offered by the initial purchasers only to persons reasonably believed to be “qualified institutional buyers” in reliance on the exemption from registration provided by Rule 144A under the Securities Act and to certain non-U.S. persons in offshore transactions in reliance on Regulation S under the Securities Act.

This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act, and it is neither an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include, but are not limited to, statements related to Hilton’s expectations regarding the performance of its business, Hilton’s future financial results, liquidity and capital resources and other non-historical statements. In some cases, you can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “forecasts,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties including, among others, risks inherent to the hospitality industry; macroeconomic factors beyond Hilton’s control, such as inflation, changes in interest rates, challenges due to labor shortages or disputes and supply chain disruptions; competition for hotel guests and management and franchise contracts; risks related to doing business with third-party hotel owners; performance of Hilton’s information technology systems; growth of reservation channels outside of Hilton’s system; risks of doing business outside of the United States; risks associated with conflicts in Eastern Europe and the Middle East and other geopolitical events; and Hilton’s indebtedness. Accordingly, there are or will be important factors that could cause Hilton’s actual outcomes or results to differ materially from those indicated on these statements. Hilton believes these factors include, but are not limited to, those described under the section entitled “Part I—Item 1A. Risk Factors” of Hilton’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission (the “SEC”), as such factors may be updated from time to time in Hilton’s periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this press release and in Hilton’s filings with the SEC. Hilton undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

Investor Contact

Jill Chapman

+1 703 883 1000

Media Contact

Kent Landers

+1 703 883 3246

Source: Hilton Worldwide Holdings Inc.

FAQ

What is the ticker symbol for Hilton Worldwide Holdings Inc.?

The ticker symbol for Hilton Worldwide Holdings Inc. is HLT.

What is the total amount of the Senior Notes offered by Hilton?

Hilton offered $550 million aggregate principal amount of 5.875% Senior Notes due 2029 and $450 million aggregate principal amount of 6.125% Senior Notes due 2032.

When is the offering of the Senior Notes expected to occur?

The offering of the Senior Notes is anticipated to occur on March 26, 2024.

How does Hilton plan to utilize the net proceeds from the offering?

Hilton intends to use the net proceeds for general corporate purposes, including debt repayment, investments, and acquisitions.

Hilton Worldwide Holdings Inc.

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