Summary
Uber Technologies, Inc. filed an 8-K on September 17, 2019, to report the completion of a private offering of $1.2 billion aggregate principal amount of 7.500% Senior Notes due 2027. The net proceeds of approximately $1,189 million are primarily earmarked for a portion of the purchase price in connection with the pending acquisition of Careem Inc. This debt issuance provides Uber with capital to fund a significant strategic acquisition, underscoring its growth and expansion strategy. The notes are general unsecured senior obligations, guaranteed by Rasier, LLC, and will be guaranteed by all domestic restricted subsidiaries that become borrowers or guarantors under Uber's existing Term Loan Agreement. The issuance is subject to customary covenants that limit the company's and its subsidiaries' ability to incur additional liens, indebtedness, engage in sale-and-leaseback transactions, or undergo significant asset dispositions. The report also details events of default and the company's ability to redeem the notes under various conditions, including after a specified period or in connection with a Change of Control.
Key Highlights
- 1Completed a private offering of $1.2 billion in 7.500% Senior Notes due 2027.
- 2Net proceeds of approximately $1,189 million will be used primarily to fund a portion of the Careem Inc. acquisition.
- 3The notes are general unsecured senior obligations, guaranteed by Rasier, LLC, and will have further guarantees from domestic restricted subsidiaries.
- 4The notes mature on September 15, 2027, with interest payable semi-annually at 7.500% per year.
- 5Uber has the option to redeem the notes on or after September 15, 2022, with specified redemption prices and make-whole provisions for earlier redemption.
- 6A Change of Control Triggering Event requires Uber to offer to repurchase the notes at 101% of the principal amount.
- 7Covenants in the Indenture restrict the company and certain subsidiaries from incurring additional liens, indebtedness, and engaging in certain transactions.