REG - Iqvia Inc. - Conditional Notice Of Redemption

US BancorpAnnouncement

09/06/2020 18:40

RNS Number : 4538P
  
Iqvia Inc. 
  
09 June 2020
  
 






83629092_4





CONDITIONAL NOTICE OF REDEMPTION TO THE HOLDERS OF THE
3.500% Senior Notes due 2024
of IQVIA Inc. (the "Euro Notes")

ISIN NUMBERS: XS1492821738 AND XS1492822033
COMMON CODE NUMBERS: 149282173 AND 149282203
 
Conditional Redemption Date: July 9, 2020
 
NOTICE IS HEREBY GIVEN that IQVIA Inc. (formerly known as IMS Health Incorporated), a Delaware corporation (the "Company"), subject to the satisfaction, or in the case of the Financing Condition (as defined below), waiver by the Company in its sole and absolute discretion, of the following conditions: (i) the consummation of the transactions contemplated by the Indenture, to be dated on or around June 24, 2020, among the Company, the Guarantors (as defined therein) party thereto and U.S. Bank National Association, as trustee (such condition, the "Financing Condition"), and (ii) the delivery of written notice to the Holders by the Company (which notice may be delivered to the Trustee to be distributed to the Holders) stating (a) that the Financing Condition has been satisfied or waived and (b) the Redemption Date (as defined below) (the "Notice Condition" and, together with the Financing Condition, the "Conditions"), the Company will redeem 100% of the aggregate principal amount of each of the Euro Notes outstanding on July 9, 2020 or, if the Conditions are not satisfied on or prior to July 9, 2020, such later date as is specified in the notice referred to in the Notice Condition (the later of such dates, the "Redemption Date"), at a redemption price equal to the sum of (i) 101.750% of the principal amount of the Euro Notes, plus (ii) accrued and unpaid interest, if any, to the Redemption Date (the "Redemption Payment").  For the avoidance of doubt, unless and until the Conditions have been satisfied, this Notice of Redemption may be withdrawn at any time as and when determined by the Company in its sole and absolute discretion upon delivery of a notice of such withdrawal to the Holders (which notice may be delivered to the Trustee to be distributed to the Holders).
The redemption of the Euro Notes is being effected pursuant to Section 3.07(e) of the Indenture and paragraph 5(d) of the Euro Notes.  Unless the Company defaults in making the redemption payment, interest on the Euro Notes will cease to accrue on and after the Redemption Date, and the only remaining right of the Holders of the Euro Notes after the Redemption Date shall be the right to receive payment of the Redemption Payment upon surrender to Elavon Financial Services DAC, UK Branch, as paying agent (the "Paying Agent") of the Euro Notes.  Funds for the payment of the Redemption Payment retained by the Paying Agent or the Trustee subsequent to the Redemption Date shall be held uninvested and without liability for interest thereon.
 
The Euro Notes must be surrendered to the Paying Agent to collect the Redemption Payment.  Payment of the Redemption Payment will be made on or after the Redemption Date upon presentation and surrender of the Euro Notes at the following address:




Elavon Financial Services DAC, UK Branch
 




Fifth Floor, 125 Old Broad Street, 
 




London EC2N 1AR




Attention: Agency Services Europe re:  XS1492821738  / XS1492822033




 
Please direct any questions regarding this notice to the Paying Agent by email at agency.services.europe@usbank.com.
 
The method of delivery of the Euro Notes is at the election and risk of the Holder surrendering the Euro Notes and delivery will be deemed made only when actually received by the Paying Agent.  If delivery is by mail, it is suggested that the Holder use properly insured, registered mail with return receipt requested.
 
Each Holder of a Euro Note may be subject, under certain circumstances, to backup withholding tax with respect to payment of the Redemption Payment.  Such backup withholding may be applicable if such Holder, among other things, fails to (i) furnish its correct taxpayer identification number, (ii) certify that it is not subject to backup withholding or (iii) otherwise comply with applicable backup withholding requirements.  A Holder of a Euro Note who wishes to avoid the imposition of backup withholding tax should submit an Internal Revenue Service Form W-9 or W-8, as applicable, when surrendering a Euro Note for redemption.
 
By: IQVIA Inc.  
 
Dated:  June 9, 2020
 




Neither the Trustee nor the Company shall be responsible for the selection or use of any ISIN or Common Code number, if any, nor is any representation made as to its correctness or accuracy, if any, on any Euro Note or as referred to in any redemption notice.




 This announcement has been issued through the Companies Announcement Service of Euronext Dublin.


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