|[January 07, 2013]
Neustar to Offer Senior Notes
STERLING, Va. --(Business Wire)--
Neustar, Inc. (NYSE: NSR), a trusted, neutral provider of real-time
information and analysis to the Internet, telecommunications,
information services, financial services, retail, media and advertising
sectors, today announced its intention to offer, subject to market and
other conditions, up to $300,000,000 of Senior Notes due 2023. The notes
will be fully and unconditionally guaranteed by certain of Neustar's
domestic subsidiaries. The Company intends to use the net proceeds from
this offering to refinance a portion of its current debt obligations.
The notes will be offered and sold to qualified institutional buyers in
the United States pursuant to Rule 144A and outside the United States
pursuant to Regulation S under the Securities Act of 1933, as amended
(the "Securities Act").
The notes have not been registered under the Securities Act or any state
securities laws and may not be offered or sold in the United States
absent registration or an applicable exemption from the registration
requirements of the Securities Act and applicable state laws.
This press release shall not constitute an offer to sell or a
solicitation of an offer to purchase the notes or any other securities,
and shall not constitute an offer, solicitation or sale in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful. This press release is being issued pursuant toand in
accordance with Rule 135c under the Securities Act.
Safe Harbor Statement under the Private Securities Litigation Reform
Act of 1995
This press release includes information that constitutes forward-looking
statements made pursuant to the safe harbor provision of the Private
Securities Litigation Reform Act of 1995, including, without limitation,
statements about Neustar's expectations, beliefs and business results in
the future, including expectations about the offering and sale of the
notes. Neustar has attempted, whenever possible, to identify these
forward-looking statements using words such as "may," "will," "should,"
"projects," "estimates," "expects," "plans," "intends," "anticipates,"
"believes" and variations of these words and similar expressions.
Similarly, statements herein that describe Neustar's intention to offer
its notes, subject to market and other conditions, and its intention to
use the proceeds of the offering for particular purposes are also
forward-looking statements. Neustar cannot assure you that its
expectations will be achieved or that any deviations will not be
material. Forward-looking statements are subject to many assumptions,
risks and uncertainties that may cause future results to differ
materially from those anticipated. These potential risks and
uncertainties include, among others, the risk inherent in securities
offerings, including the effects of market and other conditions, general
economic conditions in the regions and industries in which Neustar
operates; the uncertainty of future revenue and profitability and
potential fluctuations in quarterly operating results due to such
factors as disruptions to Neustar's operations, modifications to or
terminations of its material contracts, its ability to successfully
identify and complete acquisitions, integrate and support the operations
of businesses Neustar acquires, increasing competition, market
acceptance of its existing services, its ability to successfully develop
and market new services, the uncertainty of whether new services will
achieve market acceptance or result in any revenue, and business,
regulatory and statutory changes in the communications industry. More
information about potential factors that could affect Neustar's business
and financial results is included in its filings with the Securities and
Exchange Commission, including, without limitation, Neustar's most
recent Annual Report on Form 10-K and subsequent periodic and current
reports. All forward-looking statements are based on information
available to Neustar on the date of this press release, and Neustar
undertakes no obligation to update any of the forward-looking statements
after the date of this press release.
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