Paysafe to Offer Senior Secured Notes to Refinance Existing Indebtedness and Extend Maturity Profile
Paysafe Limited (NYSE: PSFE) announced plans for a US$1,026 million offering of senior secured notes due 2029, involving both U.S. dollar and euro-denominated notes. These notes will be fully guaranteed by an indirect subsidiary of Paysafe. The proceeds aim to refinance existing debts, with sales directed towards qualified institutional buyers in compliance with Rule 144A and Regulation S of the Securities Act of 1933. This offering raises potential risks, including significant market conditions and compliance with various regulations.
- Offering of US$1,026 million in senior secured notes could enhance financial flexibility.
- Proceeds intended for refinancing existing indebtedness may improve the company's balance sheet.
- Dependence on market conditions for successful offering could limit effectiveness.
- Notes not registered under the Securities Act increases regulatory risk.
- Forward-looking statements indicate potential significant risks that could negatively impact actual results.
Paysafe Limited (NYSE: PSFE) (“Paysafe” or the “Company”) today announced that Paysafe Holdings (US) Corp. and Paysafe Finance PLC, indirect subsidiaries of Paysafe, intend to offer, subject to market and other conditions, US
The notes will be offered and sold to qualified institutional buyers in the United States pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933.
The notes have not been registered under the Securities Act of 1933 or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933 and applicable state laws.
This press release shall not constitute an offer to sell or a solicitation of an offer to purchase the notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act of 1933.
Forward-looking Statements
This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Paysafe Limited’s (“Paysafe,” “PSFE” or the “Company”) actual results may differ from their expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “anticipate,” “appear,” “approximate,” “believe,” “budget,” “continue,” “could,” “estimate,” “expect,” “forecast,” “foresee,” “guidance,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “seek,” “should,” “would” and variations of such words and similar expressions (or the negative version of such words or expressions) may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Without limiting the generality of the foregoing, such forward-looking statements include statements regarding the Company’s intention to issue new notes, the final terms of the new notes and the offering and the use of proceeds therefrom. The Company’s actual results may vary materially from those anticipated in forward-looking statements..
These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially, and potentially adversely, from those expressed or implied in the forward-looking statements. While the Company believes its assumptions concerning future events are reasonable, a number of factors could cause actual results to differ materially from those projected, including, but not limited to: cyberattacks and security vulnerabilities; complying with and changes in money laundering regulations, financial services regulations, consumer and business privacy and data use regulations or other regulations in Bermuda, the UK, Ireland, Switzerland, the United States, Canada and elsewhere; changes in our relationships with banks, payment card networks, issuers and financial institutions; risk related to processing online payments for merchants and customers engaged in the online gambling and foreign exchange trading sectors; risks related to our focus on specialized and high-risk verticals; risks related to becoming an unwitting party to fraud or be deemed to be handling proceeds of crimes being committed by customers; the effects of chargebacks, merchant insolvency and consumer deposit settlement risk; changes to our continued financial institution sponsorship; failure to hold, safeguard or account accurately for merchant or customer funds; risks related to the availability, integrity and security of internal and external IT transaction processing systems and services; failure of third parties to comply with contractual obligations; changes and compliance with payment card network operating rules; substantial and increasingly intense competition worldwide in the global payments industry; the COVID-19 pandemic, including the resulting global economic uncertainties; risks related to developing and maintaining effective internal controls over financial reporting; managing our growth effectively; any difficulties maintaining a strong and trusted brand; keeping pace with rapid technological developments; risks associated with the significant influence of our principal shareholders; terrorism; and other factors included in the “Risk Factors” in our Form 20-F and in other filings we make with the SEC, which are available at https://www.sec.gov. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in their expectations with respect thereto or any change in events, conditions, or circumstances on which any statement is based, except as required by law.
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FAQ
What is the purpose of Paysafe's US$1,026 million senior secured notes offering?
What are the terms of the senior secured notes offered by Paysafe?
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What risks are associated with Paysafe's senior secured notes offering?
