Kyndryl Holdings, Inc. Announces Extension of Expiration Date for Exchange Offers

Rhea-AI Summary

Kyndryl Holdings, Inc. (NYSE: KD) has extended the expiration date for its exchange offers of outstanding unregistered senior notes. Initially set to expire on September 19, 2022, the new deadline is now September 23, 2022. The exchange offers aim to exchange unregistered notes for new issues of senior notes registered under the Securities Act of 1933. As of the original expiration, significant participation was noted with 664.37 million of $700 million (94.9%) of 2.050% Senior Notes due 2026 tendered. The extension allows more time for remaining notes to be exchanged.

Positive

• High participation in the exchange offers, with 94.9% of 2.050% Senior Notes due 2026 tendered.
• Extension of the exchange deadline allows for increased participation and potential financial stability.

Negative

• The need to extend the expiration date may indicate lower than expected initial participation.

NEW YORK--(BUSINESS WIRE)-- Kyndryl Holdings, Inc. (NYSE: KD) today announced that it has extended the expiration date for each of its offers to exchange any and all of its outstanding unregistered senior notes listed below that were originally issued in private offerings for equal principal amounts of new issues of senior notes registered under the Securities Act of 1933, as amended.

The exchange offers, which were originally scheduled to expire at 5:00 p.m., New York City time, on Monday, September 19, 2022, have been extended until 5:00 p.m., New York City time, on Friday, September 23, 2022, unless further extended. All other terms, provisions and conditions of the exchange offers will remain in full force and effect.

As of 5:00 p.m., New York City time, on September 19, 2022, quantities of unregistered notes validly tendered and not validly withdrawn, as advised by The Bank of New York Mellon Trust Company, N.A., the exchange agent for the exchange offers, are set forth in the table below:

Security	144A CUSIP Number	Reg S CUSIP Number	Aggregate Principal Amount Outstanding	Principal Amount Tendered	Approximate Percentage of Notes Tendered
2.050% Senior Notes due 2026	50155QAA8	U49077AA5	$700,000,000	$664,371,000	94.9%
2.700% Senior Notes due 2028	50155QAC4	U49077AB3	$500,000,000	$449,870,000	90.0%
3.150% Senior Notes due 2031	50155QAE0	U49077AC1	$650,000,000	$648,967,000	99.8%
4.100% Senior Notes due 2041	50155QAG5	U49077AD9	$550,000,000	$548,782,000	99.8%

A Form S-4 registration statement filed by Kyndryl with the Securities and Exchange Commission regarding the exchange offers was declared effective by the Securities and Exchange Commission on August 19, 2022. The expiration date for each exchange offer is being extended to provide time for remaining outstanding unregistered notes to be exchanged.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale of any securities in any jurisdiction in which such offering, solicitation or sale would be unlawful. A copy of the prospectus and other materials related to the exchange offers may be obtained from the exchange agent, The Bank of New York Mellon Trust Company, N.A., by calling (800) 254-2826.

Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this press release, including without limitation statements regarding the expected expiration of the exchange offers, are forward-looking statements. Such forward-looking statements often contain words such as “will,” “anticipate,” “predict,” “project,” “contemplate,” “plan,” “forecast,” “estimate,” “expect,” “intend,” “target,” “may,” “should,” “would,” “could,” “seek,” “aim” and other similar words or expressions or the negative thereof or other variations thereon. Such forward-looking statements are subject to certain risks and uncertainties that may cause actual results to differ materially from those suggested by forward-looking statements, including, without limitation, market and trading system interruptions, administrative delays and other factors. Additional risks and uncertainties include, among others, those risks and uncertainties described in the “Risk Factors” section of Kyndryl’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and may be further updated from time to time in the Kyndryl’s periodic filings with the Securities and Exchange Commission. Any forward-looking statement in this press release speaks only as of the date on which it is made. Except as required by law, Kyndryl assumes no obligation to update or revise any forward-looking statements.

About Kyndryl
Kyndryl (NYSE: KD) is the world’s largest IT infrastructure services provider serving thousands of enterprise customers in more than 60 countries. The Company designs, builds, manages and modernizes the complex, mission-critical information systems that the world depends on every day. For more information, visit www.kyndryl.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220920005534/en/

Media:

Edward Barbini

edward.barbini@kyndryl.com

Investors:

Lori Chaitman

lori.chaitman@kyndryl.com

Source: Kyndryl Holdings, Inc.

FAQ

What is the new expiration date for Kyndryl's exchange offers?

The new expiration date is September 23, 2022.

What percentage of Kyndryl's 2.050% Senior Notes due 2026 was tendered?

94.9% of the 2.050% Senior Notes due 2026 were tendered.

Why did Kyndryl extend the expiration date for its exchange offers?

Kyndryl extended the expiration date to provide more time for remaining outstanding unregistered notes to be exchanged.

What amounts of Kyndryl's senior notes were involved in the exchange offers?

The exchange offers involved senior notes totaling $700 million for 2.050% due 2026, $500 million for 2.700% due 2028, $650 million for 3.150% due 2031, and $550 million for 4.100% due 2041.

When was Kyndryl's Form S-4 registration statement declared effective?

The Form S-4 registration statement was declared effective on August 19, 2022.