LONG BEACH, Calif., March 4, 2014 (GLOBE NEWSWIRE) -- Earlier today, UTi Worldwide Inc. (Nasdaq: UTIW ) announced the closing of both of its previously announced private offerings. These offerings consist of $400 million aggregate principal amount of 4.50% Convertible Senior Notes due 2019 (the "Notes") and $175 million of 7.00% Convertible Preference Shares. The closing of these two offerings represents a significant step in completing the company's recapitalization plan.
Eric W. Kirchner, chief executive officer, said, "Our refinancing strengthens our balance sheet and allows us to focus on completing our transformation and growing our business. We plan to seek shareholder approval at our June Annual Meeting to provide us the flexibility to settle the convertible notes in cash. If the Notes were to be settled in cash, there would be no equity dilution associated with the issuance of the Notes unless and until the price of our ordinary shares exceeds $14.50, in which case the $400 million principal amount of Notes would be able to be paid in cash and the equity value in excess of $14.50 would be paid in shares. Actual payment terms will depend on market conditions at the time of settlement."
Kirchner continued, "We feel very positive about the progress of our transformation initiatives. This week we launched our 1View freight forwarding operating system in China, South Africa, Peru and Uruguay, bringing to 32 the total number of countries on the system. This represents approximately 72 percent of total freight forwarding transactions. The deployment in China and South Africa represents another major milestone in the system rollout as it allows us to pair origin and destination shipments in most of our major markets. We remain on track to achieve full deployment by the end of August. The refinancing provides us with greater operating flexibility and allows us to maintain full focus on executing our strategy, achieving value release from our investments and growing ahead of the competition."
About UTi Worldwide
UTi Worldwide Inc. is an international, non-asset-based supply chain services and solutions company providing air and ocean freight forwarding, contract logistics, customs brokerage, distribution, inbound logistics, truckload brokerage, and other supply chain management services. The company serves a large and diverse base of global and local companies, including clients operating in industries with unique supply chain requirements such as the retail, apparel, chemical, automotive, pharmaceutical, and technology industries. The company seeks to use its global network, proprietary information technology systems, and relationships with transportation providers, and expertise in outsourced logistics services to deliver competitive advantage to each of its clients' supply chains.
Forward-Looking Statements
This press release includes "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. All statements, other than statements of historical facts, included in this press release which address activities, events or developments that UTi expects or anticipates will or may occur in the future, including such things as the results of any shareholder vote regarding the Notes, the planned rollout of 1View and achieving full deployment by end of August and the expected benefits of the refinancing, including allowing us to execute our strategy, achieve value release from our investments and grow ahead of the competition and other such matters, are forward-looking statements. These statements are based on certain assumptions and analyses made by UTi in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances. In some cases, readers can identify forward-looking statements by the use of forward-looking terms such as "may," "will," "should," "expect," "intend," "plan," "anticipate," "believe," "estimate," "predict," "potential" or "continue" or the negative of these terms or other comparable terms. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve significant risks and uncertainties, and that actual results may differ materially from those projected in the forward-looking statements. Factors that might cause or contribute to a material difference include, but are not limited to, the risks in UTi's filings with the SEC and the following: UTi's ability to maintain sufficient liquidity and capital resources to fund its business including through entry into a proposed new asset-based revolving credit facility; UTi's receipt of a "going concern" qualification in its audit and its ability to complete the financings in a manner necessary to obtain an unqualified audit opinion for fiscal year 2014; UTi's ability to complete its business transformation initiatives in the timeframe anticipated and achieve the expected benefits; UTi's ability to generate sufficient cash to service all of its debt; UTi's ability to refinance, renew or replace its credit facilities and other indebtedness on commercially reasonable terms or at all; delays or inability to pay by UTi's customers; dilution in connection with a private placement of convertible preference shares that will happen concurrently with the offering of the Notes and dilution in connection with the offering of the Notes; volatility with respect to global trade; global economic, political and market conditions and unrest, including those in Africa, Asia Pacific and EMENA (which is comprised of Europe, Middle East and North Africa); risks associated with UTi's ongoing business transformation initiative, which include unanticipated difficulties, delays, additional costs and expenses as well as potential billing delays; volatile fuel costs; transportation capacity, pricing dynamics and the ability of UTi to secure space on third party aircraft, ocean vessels and other modes of transportation; changes in interest and foreign exchange rates, particularly with respect to the South African rand; material interruptions in transportation services; risks of international operations; risks associated with, and the potential for penalties, fines, costs and expenses the company may incur as a result of investigations by the governments of Brazil and Singapore into the international air freight and air cargo transportation industry; risks of adverse legal judgments or other liabilities not limited by contract or covered by insurance; UTi's ability to retain clients while facing increased competition; the financial condition of UTi's clients; disruptions caused by epidemics, natural disasters, conflicts, strikes, wars and terrorism; the impact of changes in UTi's effective tax rates; the other risks and uncertainties described herein and in UTi's other filings with the SEC; and other factors outside UTi's control. All forward-looking statements set forth in this press release are qualified by these cautionary statements and there can be no assurance that the actual results or developments anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to or effects on UTi or its business or operations. Forward-looking statements set forth in this press release speak only as of the date hereof and UTi does not undertake any obligation to update forward-looking statements to reflect subsequent events or circumstances, changes in expectations or the occurrence of unanticipated events, except as required by law.
Jeff Misakian Global Vice President, Investor Relations (562) 552-9417
