Black Knight Upsizes and Prices $1 Billion of 3.625% Senior Notes Due September 1, 2028
JACKSONVILLE, Fla., Aug. 12, 2020 /PRNewswire/ -- Black Knight, Inc. (NYSE:BKI) ("Black Knight" or the "Company"), today announced that its indirect, wholly-owned subsidiary, Black Knight InfoServ, LLC ("BKIS"), has priced an issuance of $1 billion of its 3.625% Senior Unsecured Notes due September 1, 2028 (the "Senior Notes"). This represents an increase of $250.0 million in the combined aggregate principal amount of the Senior Notes, from the previously announced amount of $750.0 million. The Senior Notes were priced at 100.0% to yield 3.625%. The Senior Notes will pay interest semi-annually on September 1 and March 1, commencing March 1, 2021, and mature on September 1, 2028. The Senior Notes will be guaranteed on a senior unsecured basis by Black Knight and by BKIS's direct parent entity and substantially all of BKIS's wholly-owned restricted subsidiaries that guarantee its credit facility. The offering of the Senior Notes is expected to close on August 26, 2020, subject to customary closing conditions.
The net proceeds of the proposed offering will be deposited into an escrow account upon the closing of the offering. Upon release from escrow, Black Knight intends to use the net proceeds of the issuance of the Senior Notes, together with cash on hand and borrowings under its revolving credit facility, to finance a portion of the cash consideration for its previously announced pending acquisition of Optimal Blue Holdings, LLC ("Optimal Blue"), including repayment of any remaining amounts outstanding under the Optimal Blue debt facilities, and to pay related fees and expenses. The offering is not contingent upon the consummation of the acquisition of Optimal Blue, although the Senior Notes are subject to a special mandatory redemption if the Optimal Blue acquisition is not consummated.
The offer and sale of the Senior Notes have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any other securities laws, and the Senior Notes may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy the Senior Notes. All offers of the Senior Notes will be made only by means of a private offering memorandum and will be offered only to qualified institutional buyers in accordance with Rule 144A and to non-U.S. persons under Regulation S under the Securities Act.
About Black Knight, Inc.
As a leading fintech, Black Knight is committed to being a premier business partner that clients rely on to achieve their strategic goals, realize greater success and better serve their customers by delivering best-in-class software, services and insights with a relentless commitment to excellence, innovation, integrity and leadership.
Forward-Looking Statements and Risk Factors
The risks and uncertainties that forward-looking statements are subject to include, but are not limited to:
This press release should be read in conjunction with the risks detailed in the "Statement Regarding Forward-Looking Statements," "Risk Factors," and other sections of the Company's Annual Report on Form 10-K, Quarterly Report on Form 10-Q and other filings with the Securities and Exchange Commission.
Although we have attempted to identify important risk factors, there may be other risk factors not presently known to us or that we presently believe are not material that could cause actual results and developments to differ materially from those made in or suggested by the forward-looking statements contained in this press release. If any of these risks materialize, or if any of the above assumptions underlying forward-looking statements prove incorrect, actual results and developments may differ materially from those made in or suggested by the forward-looking statements contained in this press release. For the reasons described above, we caution you against relying on any forward-looking statements, which should also be read in conjunction with the other cautionary statements that are included elsewhere in this press release. Any forward-looking statement made by us in this press release speaks only as of the date on which we make it. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update or to revise any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as may be required by law. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless specifically expressed as such, and should be viewed as historical data.
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SOURCE Black Knight, Inc.
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