Citrix Systems, Inc. (NASDAQ:CTXS) today announced the pricing
of a $750 million underwritten public offering of its 4.500% Senior
Notes due 2027 (“Notes”), to fund the repurchase of $750 million of
its common stock through an accelerated share repurchase (“ASR”)
transaction, which Citrix has entered into with Citibank, N.A. The
effectiveness of the ASR is conditioned upon the closing of the
Notes offering.
The public offering price of the Notes is 4.500% of the
principal amount. The offering is expected to close on November 15,
2017, subject to the satisfaction of customary closing conditions.
Citrix estimates that the net proceeds from the offering of the
Notes will be approximately $742.6 million, after deducting the
underwriting discount and estimated offering expenses payable by
Citrix. When issued, the Notes will be unsecured senior obligations
of Citrix and bear interest at a rate of 4.500% per annum, payable
semi-annually on June 1 and December 1 of each year, commencing
June 1, 2018. The Notes will mature on December 1, 2027, unless
earlier redeemed in accordance with their terms prior to such date.
Among other terms, under certain circumstances, holders of the
Notes may require Citrix to repurchase their Notes upon the
occurrence of a change of control prior to maturity for cash at a
repurchase price equal to 101% of the principal amount of the Notes
to be repurchased plus accrued and unpaid interest to, but
excluding, the repurchase date, if any.
The offering is being made through an underwriting syndicate led
by Goldman Sachs & Co. LLC and Merrill Lynch, Pierce, Fenner
& Smith Incorporated, as joint book-running managers. Copies of
the prospectus supplement and prospectus related to the offering
may be obtained by contacting Goldman Sachs & Co. LLC,
attention: Prospectus Department, 200 West Street, New York, NY
10282, telephone: 1-866-471-2526, facsimile: 1-212-902-9316 or by
emailing prospectus-ny@ny.email.gs.com; or Merrill Lynch, Pierce,
Fenner & Smith Incorporated, attention: Prospectus Department,
NC1-004-03-43 200 North College Street, 3rd floor, Charlotte, NC
28255-0001, telephone: 1-800-294-1322 or by emailing:
dg.prospectus_requests@baml.com.
The offering is being made pursuant to an effective shelf
registration statement under the Securities Act of 1933, as
amended, and these securities are only being offered by means of
the prospectus supplement and prospectus related to the offering,
which have been or will be filed with the Securities and Exchange
Commission. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy, nor shall there be any
offer or sale of these securities, in any state or other
jurisdiction where, or to any person to whom, the offer,
solicitation or sale of these securities would be unlawful prior to
the registration or qualification under the securities laws of any
such state or other jurisdiction.
About Citrix
Citrix (NASDAQ:CTXS) aims to power a world where people,
organizations and things are securely connected and accessible to
make the extraordinary possible. We help customers reimagine the
future of work by providing the most comprehensive secure digital
workspace that unifies the apps, data and services people need to
be productive, and simplifies IT’s ability to adopt and manage
complex cloud environments. Citrix solutions are in use by more
than 400,000 organizations including 99 percent of the Fortune 100
and 98 percent of the Fortune 500. Learn more at
www.citrix.com.
For Citrix Investors
This press release contains forward-looking statements which are
made pursuant to the safe harbor provisions of Section 27A of the
Securities Act of 1933 and of Section 21E of the Securities
Exchange Act of 1934. The forward-looking statements in this
release do not constitute guarantees of future performance. Those
statements involve a number of factors that could cause actual
results to differ materially, including statements concerning new
products, research and development, offerings of products and
services, market positioning and opportunities, headcount, customer
demand, distribution and sales channels, our partners and other
strategic or technology relationships, financial information and
results of operations for future periods, product and price
competition, strategy and growth initiatives, seasonal factors,
natural disasters, stock-based compensation, licensing and
subscription renewal programs, restructuring activities,
international operations, investment transactions and valuations of
investments and derivative instruments, reinvestment or
repatriation of foreign earnings, fluctuations in foreign exchange
rates, tax matters, tax rates, the expected benefits of
acquisitions, changes in domestic and foreign economic conditions
and credit markets, liquidity and debt obligations, changes in
accounting rules or guidance, share repurchase activity, litigation
and intellectual property matters. These statements are neither
promises nor guarantees. Our actual results of operations and
financial condition have varied and could in the future vary
materially from those stated in any forward-looking statements.
More information about factors that could adversely affect the
company's operating results and the market value of the Notes
referenced above is described in Part I, Item 1A, “Risk
Factors,” in our Annual Report on Form 10-K for the year ended
December 31, 2016 and in our subsequent Quarterly Reports on
Form 10-Q, copies of which may be obtained by visiting the
company's Investor Relations website at
http://investors.citrix.com/sec-filings or the SEC's website
at www.sec.gov, and under the captions “Risk Factors” in the
prospectus supplement and prospectus related to the offering. Undue
reliance should not be placed on the forward-looking statements in
this press release, which are based on information available to the
company on the date hereof. The company assumes no obligation to
update such statements. The information contained in, or that can
be accessed through, the company’s websites (including, without
limitation, the Investor Relations website mentioned in this
paragraph) is not part of this press release. Any reference to the
company’s websites are intended to be inactive textual references
only.
Citrix® is a trademark or registered trademark of Citrix
Systems, Inc. and/or one or more of its subsidiaries, and may be
registered in the U.S. Patent and Trademark Office and in other
countries. All other trademarks and registered trademarks are
property of their respective owners.
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version on businesswire.com: http://www.businesswire.com/news/home/20171113006494/en/
Citrix Systems, Inc.For media inquiries, contact:Eric
Armstrong, 954-267-2977eric.armstrong@citrix.comorFor investor
inquiries, contact:Eduardo Fleites,
954-229-5758eduardo.fleites@citrix.com
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