On March 23, 2021 Charles River Laboratories International, Inc. (NYSE: CRL) reported that it has closed its previously announced offering of $500 million in aggregate principal amount of its 3.750% senior notes due 2029 (the "2029 notes") and $500 million in aggregate principal amount of its 4.000% senior notes due 2031 (the "2031 notes" and, together with the 2029 notes, the "notes") in an unregistered offering (Press release, Charles River Laboratories, MAR 23, 2021, View Source [SID1234577028]).
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Charles River will 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 were 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.