RADNOR, Pa., Aug. 20, 2012 /PRNewswire/ -- VWR Funding, Inc. (the "Company"), the parent company of VWR International, LLC, a leading global laboratory supply and distribution company, announced today that it intends to commence an offering of $750 million in aggregate principal amount of senior notes due 2017 (the "Notes"). The Notes will be senior unsecured obligations of the Company and will be guaranteed by certain of its domestic subsidiaries.
The Company intends to use the net proceeds from the sale of the Notes to repurchase and/or redeem any and all of the approximately $713 million aggregate principal amount of its 10.25%/11.25% senior PIK toggle notes due 2015, pay the associated prepayment premium, fees and expenses incurred in connection with the repurchase and/or redemption of such notes and for general corporate purposes.
The Notes and related guarantees will be offered only to "qualified institutional buyers" in reliance on the exemption from registration pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") and to persons outside of the United States in compliance with Regulation S under the Securities Act. The Notes and the related guarantees will not be registered under the Securities Act, or the securities laws of any state or other jurisdiction, and, unless so registered, may not be offered or sold in the United States without registration or an applicable exemption from the Securities Act and applicable state securities and foreign securities laws. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act and does not constitute an offer to sell or a solicitation of an offer to buy any of the Notes, nor does it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.
Forward Looking Statements
Any statements contained herein that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are generally identifiable by use of the words "believes," "expects," "intends," "anticipates," "plans to," "estimates," "projects," or similar expressions. Such statements may include, but are not limited to, statements about the Company's business outlook and financial guidance and other statements that are not historical facts. Such statements are based upon the beliefs and expectations of the Company's management as of this date only and are subject to certain risks and uncertainties that could cause the actual results to differ materially, including, without limitation, those items identified as "risk factors" in the Company's most recently filed Form 10-K and Form 10-Q. Therefore, readers are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements other than through its various filings with the Securities and Exchange Commission.
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