CEVA Logistics Launches EUR300 Million Notes Offering Montag, 23. Juli 2018 - 07:01

CEVA Logistics AG / Key word(s): Miscellaneous
CEVA Logistics Launches EUR300 Million Notes Offering

23.07.2018 / 07:01

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CEVA Logistics Launches EUR300 Million Notes Offering

Baar, Switzerland - 23 July 2018 - CEVA Logistics AG ("CEVA" or the
"Company")
announced today that, as part of its previously announced refinancing, its
subsidiary, CEVA Logistics Finance B.V., proposes to offer, subject to
market conditions and other factors, EUR300 million in aggregate principal
amount of Senior Secured Notes due 2025 (the "Notes") in a private offering.

CEVA expects to use the net proceeds from the offering of the Notes, along
with the proceeds of its previously announced new $400 million Secured Term
Loan B due 2025 which is being marketed together with its new $600 million
Senior Revolving Credit and Ancillary Facility due 2023, together with
available cash, to fully repay its existing senior secured credit facilities
and to repurchase tendered and/or redeem all of its 9.0% first lien senior
secured notes due 2020. There can be no assurance that the refinancing,
including the offering of the Notes, will be completed.

The Notes have not been and will not be registered under the U.S. Securities
Act of 1933, as amended (the "Securities Act"), and may not be offered or
sold in the United States absent registration or an applicable exemption
from, or in a transaction not subject to, the registration requirements of
the Securities Act.

The Notes will be offered and issued only (i) in the United States, to
persons who are "qualified institutional buyers" (as defined in Rule 144A
under the Securities Act) and (ii) outside the United States, to persons who
are not "U.S. persons" (as defined in Rule 902 under the Securities Act) in
reliance on Regulation S of the Securities Act other than retail investors
in the European Economic Area, whereby a retail investor is defined as a
person who is one (or more) of: (i) a retail client as defined in point (11)
of Article 4(1) of Directive 2014/65/EU, as amended; or (ii) a customer
within the meaning of Directive 2002/92/EC, as amended, where that customer
would not qualify as a professional client as defined in point (10) of
Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in
Directive 2003/71/EC, as amended.

This announcement is for information purposes only and shall not constitute
an offer to sell or the solicitation of an offer to buy any security and
shall not constitute an offer, solicitation or sale of any securities in any
jurisdiction in which such offering, solicitation or sale would be unlawful.
The offering of the Notes is not being made to potential purchasers in any
jurisdiction in which the making or acceptance thereof would not be in
compliance with the securities, blue sky or other laws of such jurisdiction.
As regards the United Kingdom, this announcement, and any other material
related thereto, is being distributed for information purposes only and its
distribution is not, nor is it intended to be, a communication of an
invitation or inducement to engage in investment activity. Without prejudice
to the foregoing, this announcement and other material are directed only at
persons who: (i) fall within the definition of investment professional under
article 19(5) of the United Kingdom Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the "Financial Promotion
Order");
or (ii) are high net-worth entities and other persons falling within article
49(2)(a) to (e) of the Financial Promotion Order; or (iii) are persons
falling within article 43 of the Financial Promotion Order; or (iv) are
persons to whom an invitation or inducement to engage in investment activity
(within the meaning of section 21 of the Financial Services and Markets Act
2000 (as amended)) in connection with the issue or sale of any Notes may
otherwise be lawfully communicated or caused to be communicated (all such
persons together being referred to as "Relevant Persons"). This announcement
is directed only at Relevant Persons and must not be acted on or relied on
by persons who are not Relevant Persons. Any investment or investment
activity to which this press release relates is available only to Relevant
Persons and will be engaged in only with Relevant Persons.

This announcement is not a public offering or an offer of securities to the
public in any jurisdiction, including, but not limited to Switzerland or any
European Economic Area member state that has implemented Directive
2003/71/EC, and any amendments thereto (together with any applicable
implementing measures in any member state).

MiFID II professionals/ECPs-only / No PRIIPs KID - Manufacturer target
market (MIFID II product governance) is eligible counterparties and
professional clients only (all distribution channels). No PRIIPs key
information document (KID) has been prepared as not available to retail in
EEA.

Ends


For additional information please contact:


Investors:
Pierre Benaich
SVP Investor Relations
pierre.benaich@cevalogistics.com
+41 41 547 0048

Media:
David Urbach
SVP Corporate Development
david.urbach@cevalogistics.com
+41 799 333 083

Cathy Howe
Pilot Marketing
ch@pilotmarketing.co.uk
Tel: +44 (0)208 941 5381

CEVA Making Business Flow

CEVA Logistics, a global asset-light third-party logistics company, designs
and operates industry leading supply-chain solutions for large and
medium-size national and multinational companies. Its integrated network in
Freight Management and Contract Logistics spans more than 160 countries.
Approximately 56,000 employees are dedicated to delivering effective
solutions across a variety of industry sectors where CEVA applies its
operational expertise to provide best-in-class services. CEVA generated
revenue of $7 billion and adjusted EBITDA of $280 million in 2017. CEVA
Logistics is listed on SIX Swiss Exchange under ticker symbol CEVA. For more
information, please visit www.cevalogistics.com.

Safe Harbor Statement:

This news release contains specific forward-looking statements. These
forward-looking statements include, but are not limited to, discussions
regarding the proposed private offering of the Notes described above, its
guidance for 2018 and beyond, discussions regarding industry outlook, CEVA's
expectations regarding the performance of its business or joint ventures,
its liquidity and capital resources, and other non-historical statements.
These statements can be identified by the use of words such as "believes"
"anticipates," "expects," "intends," "plans," "continues," "estimates,"
"predicts," "projects," "forecasts," and similar expressions. All
forward-looking statements are based on management's current expectations
and beliefs only as of the date of this news release and, in addition to the
assumptions specifically mentioned in the above paragraphs, there are a
number of factors that could cause actual results and developments to differ
materially from those expressed or implied by these forward-looking
statements, including the effect of local and national economic, credit and
capital market conditions, a downturn in the industries in which we operate
(including the automotive industry and the air freight business), risks
associated with CEVA's global operations, fluctuations and increases in fuel
prices, CEVA's substantial indebtedness, restrictions contained in its debt
agreements and risks that it will be unable to compete effectively. Further
information concerning CEVA and its business, including factors that
potentially could materially affect CEVA's financial results, is contained
in the annual and quarterly reports of CEVA Logistics AG (and its
predecessor CEVA Holdings LLC), available on the Company's website, which
investors are strongly encouraged to review. Should one or more of these
risks or uncertainties materialise or the consequences of such a development
worsen, or should underlying assumptions prove incorrect, actual outcomes
may vary materially from those forecasted or expected. CEVA disclaims any
intention or obligation to update publicly or revise such statements,
whether as a result of new information, future events or otherwise