Lazard, Inc. (NYSE: LAZ) announced today that its subsidiary
Lazard Group LLC (“Lazard Group”) is commencing an offering (the
“Offering”) of one or more series of its senior notes (the
“Notes”). The Notes would be issued by Lazard Group and would be
offered pursuant to an effective shelf registration statement filed
with the Securities and Exchange Commission (the “SEC”). The Notes
would be senior unsecured obligations of Lazard Group.
Concurrently with the Offering, Lazard Group is commencing a
cash tender offer (the “Tender Offer”) for any and all of its
outstanding 3.750% Senior Notes due February 13, 2025 (the “2025
Notes”).
Lazard Group intends to use a portion of the net proceeds from
the Offering to repurchase all 2025 Notes that are validly tendered
and not validly withdrawn and accepted for purchase pursuant to the
Tender Offer, and to pay fees and expenses related to the Tender
Offer, and to use the remaining amount for general corporate
purposes.
Citigroup Global Markets Inc. and Lazard Frères & Co. LLC
are acting as joint lead book-running managers and joint lead
managers for the Offering.
The Offering is being made solely by means of a prospectus
supplement and accompanying prospectus. A copy of the preliminary
prospectus supplement and the accompanying prospectus may be
obtained from Citigroup Global Markets Inc., c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717,
Tel: (800) 831-9146, Email: prospectus@citi.com. An electronic copy
of the preliminary prospectus supplement, together with the
accompanying prospectus, is also available on the SEC’s website,
www.sec.gov.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the Notes, nor shall there be any
sale of the Notes in any state or other jurisdiction in which such
an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction.
Citigroup Global Markets Inc. is acting as the lead dealer
manager and Lazard Frères & Co. LLC is acting as a co-dealer
manager (together, the “Dealer Managers”) for the Tender Offer.
Requests for documents may be directed to D.F. King & Co.,
Inc., the tender agent and information agent (in such capacities,
the “Tender and Information Agent”), by telephone at (212)
269-5550, in writing at Attn: Michael Horthman, 48 Wall Street,
22nd Floor, New York, New York, 10005 or by email at
lazard@dfking.com. Copies of the Offer Documents are also available
at the following website: www.dfking.com/lazard. Questions
regarding the Tender Offer may be directed to Citigroup Global
Markets Inc. by telephone at (800) 558-3745 (toll-free) or (212)
723-6106 (collect) or in writing at Attn: Liability Management
Group, 388 Greenwich Street, Trading 4th Floor, New York, New York
10013. None of Lazard Group or its affiliates, their respective
boards of directors, the Dealer Managers, the Tender and
Information Agent or the trustee for the 2025 Notes makes any
recommendation as to whether holders should tender any of their
2025 Notes. Holders must make their own decision as to whether to
tender any of their 2025 Notes and, if so, the principal amount of
their 2025 Notes to tender.
This press release is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
the 2025 Notes. The Tender Offer is being made solely by means of
the Offer to Purchase and related Letter of Transmittal and Notice
of Guaranteed Delivery dated March 6, 2024. The Tender Offer is
void in all jurisdictions where it is prohibited. In those
jurisdictions where the securities, blue sky or other laws require
the Tender Offer to be made by a licensed broker or dealer, the
Tender Offer will be deemed to be made on behalf of Lazard Group by
the Dealer Managers or one or more registered brokers or dealers
licensed under the laws of such jurisdictions.
About Lazard
Founded in 1848, Lazard is one of the world's preeminent
financial advisory and asset management firms, with operations in
North and South America, Europe, the Middle East, Asia, and
Australia. Lazard provides advice on mergers and acquisitions,
capital markets and capital solutions, restructuring and liability
management, geopolitics, and other strategic matters, as well as
asset management and investment solutions to institutions,
corporations, governments, partnerships, family offices, and high
net worth individuals. For more information, please visit
www.lazard.com.
Cautionary Note Regarding Forward-Looking Statements:
This press release contains forward-looking statements. In some
cases, you can identify these statements by forward-looking words
such as “may,” “might,” “will,” “should,” “could,” “would,”
“expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,”
“potential,” “target,” “goal,” or “continue,” and the negative of
these terms and other comparable terminology. These forward-looking
statements, which are subject to known and unknown risks,
uncertainties and assumptions about us, may include projections of
our future financial performance based on our strategies, business
plans and initiatives and anticipated trends in our business. These
forward-looking statements are only predictions based on our
current expectations and projections about future events. 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 these forward-looking statements.
These factors include, but are not limited to, those discussed
in our Annual Report on Form 10-K under Item 1A “Risk Factors,” and
also discussed from time to time in our reports on Forms 10-Q and
8-K, including the following:
- A decline in general economic conditions or the global or
regional financial markets;
- A decline in our revenues, for example due to a decline in
overall mergers and acquisitions (“M&A”) activity, our share of
the M&A market or our assets under management (“AUM”);
- Losses caused by financial or other problems experienced by
third parties;
- Losses due to unidentified or unanticipated risks;
- A lack of liquidity, i.e., ready access to funds, for use in
our businesses;
- Competitive pressure on our businesses and on our ability to
retain and attract employees at current compensation levels;
and
- Changes in relevant tax laws, regulations or treaties or an
adverse interpretation of these items.
Although we believe the statements reflected in the
forward-looking statements are reasonable, we cannot guarantee
future results, level of activity, performance, achievements or
events. Neither we nor any other person assumes responsibility for
the accuracy or completeness of any of these forward-looking
statements. You should not rely upon forward-looking statements as
predictions of future events. We are under no duty to update any of
these forward-looking statements after the date of this release to
conform our prior statements to actual results or revised
expectations and we do not intend to do so.
Lazard, Inc. is committed to providing timely and accurate
information to the investing public, consistent with our legal and
regulatory obligations. To that end, Lazard and its operating
companies use their websites, and other social media sites to
convey information about their businesses, including the
anticipated release of quarterly financial results, quarterly
financial, statistical and business-related information, and the
posting of updates of assets under management in various mutual
funds, hedge funds and other investment products managed by Lazard
Asset Management LLC and Lazard Frères Gestion SAS. Investors can
link to Lazard and its operating company websites through
www.lazard.com.
LAZ-CPE
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version on businesswire.com: https://www.businesswire.com/news/home/20240306793669/en/
Media contact: Shannon Houston, +1
212 632 6880 shannon.houston@lazard.com Investor contact: Alexandra Deignan, +1 212 632
6886 alexandra.deignan@lazard.com
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