|By Business Wire||
|June 10, 2014 05:01 PM EDT||
j2 Global, Inc. (“j2 Global” or the “Company”) (NASDAQ: JCOM) announced today an offering, subject to market and other conditions, of $300,000,000 of its convertible senior notes due 2029 (the “Notes”). j2 Global intends to use the net proceeds from the offering for general corporate purposes, which may include acquisitions or payment of the offer price in respect of any notes tendered in connection with a subsidiary’s offer to purchase its outstanding notes.
The Notes will be convertible into cash or shares of j2 Global common stock, or a combination thereof at j2 Global’s election, subject to satisfaction of certain conditions and during certain periods. The interest rate, conversion rate and certain other pricing terms of the notes will be determined at the time of pricing of the offering. The Notes will not be guaranteed by any of j2 Global’s subsidiaries. The Notes will be subject to redemption for cash at j2 Global’s option on and after June 20, 2021. In addition, holders will be able to cause j2 Global to repurchase the Notes for cash in June of 2021 and 2024 and upon the occurrence of certain events.
j2 Global also expects to grant the underwriters an over-allotment option to purchase up to an additional $45,000,000 aggregate principal amount of Notes. BofA Merrill Lynch, Citigroup and Wells Fargo Securities are acting as joint book-running managers in the offering.
The offering of the Notes has been registered under the Securities Act of 1933, as amended, and j2 Global refers you to its Registration Statement on Form S-3, which j2 Global filed with the Securities and Exchange Commission (the “SEC”) today, for additional information about the Notes and the offering. The preliminary prospectus relating to the offering, and the final prospectus when available, may be obtained from BofA Merrill Lynch at 222 Broadway, New York NY 10038, Attention: Prospectus Department or by email at [email protected] or by telephone at 800-294-1322; Citigroup at c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone at 800-831-9146; or Wells Fargo Securities, Attention: Equity Syndicate Department, 375 Park Avenue, New York, New York, 10152 or by telephone at (800) 326-5897 or email a request to [email protected].
This press release shall not constitute an offer to sell or a solicitation of an offer to buy the Notes or any other securities, and will not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. The offering of these securities will be made only by means of the prospectus supplement and the accompanying prospectus.
About j2 Global, Inc.
j2 Global, Inc. provides Internet services through two divisions: Business Cloud Services and Digital Media. The Business Cloud Services Division offers Internet fax, virtual phone, hosted email, email marketing, online backup, unified communications and CRM solutions. It markets its services principally under the brand names eFax®, eVoice®, FuseMail®, Campaigner®, KeepItSafe®, Livedrive® and Onebox®, and operates a messaging network spanning 49 countries on six continents. The Digital Media Division offers technology, gaming and lifestyle content through its digital properties, which include PCMag.com, IGN.com, AskMen.com, Toolbox.com, and others. The Digital Media Division also operates NetShelter® Powered by BuyerBase®, an advanced digital ad targeting platform, and Ziff Davis B2B, a leading provider of research to enterprise buyers and leads to IT vendors. As of December 31, 2013, j2 had achieved 18 consecutive fiscal years of revenue growth. For more information about j2, please visit www.j2global.com.
This press release contains 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. In some cases, you can identify these statements by forward-looking words such as “may,” “might,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue,” the negative of these terms and other comparable terminology. These forward-looking statements, which are subject to risks, uncertainties and assumptions about us are only predictions based on our current expectations and projections about future events and are not guarantees of future performance. There are important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements, including those factors described in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other documents filed from time to time with the SEC. All forward-looking statements included in this press release are based upon information available to the Company as of the date hereof, and the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
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