UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________________________
FORM 8-K
CURRENT REPORT
_______________________________________________
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
_______________________________________________
Date of Report (Date of earliest event reported): March 28, 2017
SERVICEMASTER GLOBAL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Delaware |
| 001-36507 |
| 20-8738320 |
(State or other jurisdiction |
| (Commission |
| (IRS Employer |
|
|
|
860 Ridge Lake Boulevard, Memphis, Tennessee |
| 38120 |
(Address of principal executive offices) |
| (Zip Code) |
(901) 597-1400
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01. Regulation FD Disclosure
Proposed Re-Pricing of Existing Term Loan
On March 28, 2017, ServiceMaster Global Holdings, Inc. announced that its indirect wholly-owned subsidiary, The ServiceMaster Company, LLC, intends to re-price its existing $1,650 million Term Loan B due 2023. The Company anticipates the transaction to be completed in April 2017. The proposed re-pricing is subject to market conditions, and there can be no assurances that the proposed re-pricing will be completed.
Forward-Looking Statements
This report contains forward-looking statements and cautionary statements, including regarding the proposed re-pricing and full-year 2017 outlook. Some of the forward-looking statements can be identified by the use of forward-looking terms such as “believes,” “expects,” “may,” “will,” “shall,” “should,” “would,” “could,” “seeks,” “aims,” “projects,” “is optimistic,” “intends,” “plans,” “estimates,” “anticipates,” “proposed” or other comparable terms. Forward-looking statements are subject to known and unknown risks and uncertainties, many of which may be beyond our control, including, without limitation, the risks and uncertainties discussed in the “Risk Factors” and “Information Regarding Forward-Looking Statements” sections in the company’s reports filed with the U.S. Securities and Exchange Commission. We caution you that forward-looking statements are not guarantees of future performance or outcomes and that actual performance and outcomes, including, without limitation, our actual results of operations, financial condition and liquidity, and the development of the market segments in which we operate, may differ materially from those made in or suggested by the forward-looking statements contained in this report.
Additional factors that could cause actual results and outcomes to differ from those reflected in forward-looking statements include, without limitation, lawsuits, enforcement actions and other claims by third parties or governmental authorities; compliance with, or violation of environmental health and safety laws and regulations; 401(k) Plan corrective contribution; the effects of our substantial indebtedness; changes in interest rates, because a significant portion of our indebtedness bears interest at variable rates; weakening general economic conditions; weather conditions and seasonality; the success of our business strategies, and costs associated with restructuring initiatives. The company assumes no obligation to update the information contained herein, which speaks only as of the date hereof.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such a filing.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
c |
|
|
| SERVICEMASTER GLOBAL HOLDINGS, INC. | |
| (Registrant) | |
|
| |
|
|
|
March 28, 2017 | By: | /s/ James T. Lucke |
|
| James T. Lucke |
|
| Senior Vice President, General Counsel & Secretary |