HealthEquity Announces Pricing of $500 Million Senior Notes Due 2029
DRAPER, Utah, Sept. 28, 2021 (GLOBE NEWSWIRE) -- HealthEquity (NASDAQ: HQY), the nation’s largest health savings account (HSA) non-bank custodian, today announced that it has priced an offering of $500 million aggregate principal amount of its 4.500% senior notes due 2029. The senior notes will be guaranteed by certain of HealthEquity’s subsidiaries on a senior unsecured basis. HealthEquity intends to use the net proceeds from the offering, together with cash on hand and borrowings under new credit facilities, to refinance outstanding amounts under its existing term loan and/or for general corporate purposes. The offering is expected to close on October 8, 2021, subject to the satisfaction of customary closing conditions.
The senior notes and related guarantees are being offered only to investors who are reasonably believed to be “qualified institutional buyers” in reliance on the exemption from registration set forth in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States to non-U.S. persons in reliance on the exemption from registration set forth in Regulation S under the Securities Act. The senior notes and the related guarantees have not been registered under the Securities Act, or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from the Securities Act and applicable state securities or blue sky laws and foreign securities laws.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of senior notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
HealthEquity and its subsidiaries administer HSAs and other consumer-directed benefits for HealthEquity’s more than 13 million accounts in partnership with employers, benefits advisors, and health and retirement plan providers who share HealthEquity’s mission to connect health and wealth and value HealthEquity’s culture of remarkable “Purple” service. For more information, visit www.healthequity.com.
This press release includes forward-looking statements that involve risks and uncertainties. Statements that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, without limitation, business strategy, plans, goals, and expectations concerning HealthEquity’s markets and market position, future operations, expenses and other. When used in this discussion, the words “expected,” “intends,” “plans,” “estimates,” “may,” and “will” and the negative of these or similar terms and phrases are intended to identify forward-looking statements in this press release. Forward-looking statements reflect HealthEquity’s current expectations regarding the offering and the new credit facilities. These expectations may or may not be realized. Although HealthEquity believes the expectations reflected in the forward-looking statements are reasonable, HealthEquity can give you no assurance these expectations will prove to be correct. Some of these expectations may be based upon assumptions, data or judgments that prove to be incorrect. Actual events, results and outcomes may differ materially from our expectations due to a variety of known and unknown risks, uncertainties, and other factors. Although it is not possible to identify all of these risks and factors, they include, among others, risks related to the following: the risk the offering described in this press release is not completed, the risk that the proceeds from the offering described in this press release are not able to be used for the purposes stated as a result of unforeseen circumstances and HealthEquity’s ability to generate sufficient cash flows to service and repay the debt described in this press release. For a detailed discussion of other risk factors, please refer to the risks detailed in HealthEquity’s filings with the Securities and Exchange Commission, including, without limitation, its most recent Annual Report on Form 10-K and subsequent periodic and current reports.
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