Exhibit
99.1
Broadridge
Financial Solutions, Inc. Completes $125 Million Tender Offer for its 6.125%
Senior Notes Due 2017
September
3, 2008
LAKE
SUCCESS, New York – Broadridge Financial Solutions, Inc. (NYSE: BR) announced
that it has purchased $125 million principal amount of its 6.125% Senior Notes
due 2017 pursuant to its previously announced cash tender offer for such
notes. The offer expired at midnight, New York City time, on Tuesday,
September 2, 2008 (the “Expiration Time”) and payment for the purchased notes is
expected to be made today.
As of the
Expiration Time, tenders had been received with respect to $162,510,000, or 65%,
of the outstanding principal amount of notes. Because the tender
offer was over-subscribed, the validly tendered notes have been purchased on a
pro rata basis with the applicable pro ration figure being approximately
76.87%. The consideration to be paid for each $1,000 principal amount
of notes accepted for payment will be $915 for notes validly tendered and not
withdrawn at or prior to 5:00 p.m., New York City time, on August 18, 2008 (the
“Early Tender Deadline”) and $885 for notes validly tendered and not withdrawn
after the Early Tender Deadline but at or prior to the Expiration Time. In
addition, each tendering holder of notes accepted for payment will be paid
accrued and unpaid interest on such notes from the last interest payment date up
to, but not including, the Payment Date. The aggregate
consideration for notes accepted for payment, including accrued and unpaid
interest, is expected to be approximately $116.3 million.
The
tender offer was made pursuant to the company’s Offer to Purchase dated August
5, 2008, as amended by the company’s press release issued on August 18, 2008,
and related letter of transmittal.
J.P.
Morgan Securities Inc. acted as Dealer Manager for the tender
offer.
This
release does not constitute an offer to purchase, a solicitation of an offer to
sell or a solicitation of consent with respect to any securities.
Forward-Looking
Statements
This
press release and other written or oral statements made from time to time by
representatives of Broadridge may contain “forward-looking
statements.” Statements that are not historical in nature, such as
our fiscal year 2009 financial guidance, and which may be identified by the use
of words like “expects,” “assumes,” “projects,” “anticipates,” “estimates,” “we
believe,” “could be” and other words of similar meaning, are forward-looking
statements. These statements are based on management’s expectations
and assumptions and are subject to risks and uncertainties
that may
cause actual results to differ materially from those expressed. These
risks and uncertainties include those risk factors discussed in Part I, “Item
1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended
June 30, 2008 (the “2008 Annual Report”). Any forward-looking
statements are qualified in their entirety by reference to the factors discussed
in the 2008 Annual Report. These risks include: the success of Broadridge
in retaining and selling additional services to its existing clients and in
obtaining new clients; the pricing of Broadridge’s products and services;
changes in laws affecting the investor communication services provided by
Broadridge; changes in laws regulating registered securities clearing firms and
broker-dealers; declines in trading volume, market prices, or the liquidity of
the securities markets; any material breach of Broadridge security affecting its
clients’ customer information; Broadridge’s ability to continue to obtain data
center services from its former parent company, Automatic Data Processing, Inc.
(“ADP”); any significant slowdown or failure of Broadridge’s systems; changes in
technology; availability of skilled technical employees; the impact of new
acquisitions and divestitures; competitive conditions; overall market and
economic conditions; and any adverse consequences from Broadridge’s spin-off
from ADP.
Broadridge
disclaims any obligation to update any forward-looking statements, whether as a
result of new information, future events or otherwise.
About
Broadridge
Broadridge
Financial Solutions, Inc., with over $2.2 billion in revenues in fiscal year
2008 and more than 40 years of experience, is a leading global provider of
technology-based outsourcing solutions to the financial services industry.
Our systems and services include investor communication, securities
processing, and clearing and outsourcing solutions. We offer advanced,
integrated systems and services that are dependable, scalable and
cost-efficient. Our systems help reduce the need for clients to make
significant capital investments in operations infrastructure, thereby allowing
them to increase their focus on core business activities. For more
information about Broadridge, please visit
www.broadridge.com
.
CONTACT
INFORMATION:
Investor
Relations:
Marvin
Sims
Broadridge
Financial Solutions, Inc.
Vice
President, Investor Relations
(516)
472-5477