|By PR Newswire||
|January 28, 2014 04:09 PM EST||
JACKSONVILLE, Fla., Jan. 28, 2014 /PRNewswire/ -- Black Knight InfoServ, LLC (formerly Lender Processing Services, Inc.), a wholly owned subsidiary of Black Knight Financial Services, and Black Knight Lending Solutions, Inc. (together, the "Issuers") today announced the solicitation of consents ("Consent Solicitation") from the holders of their 5.75% Senior Notes due 2023 (the "Notes") to certain proposed amendments to the indenture governing the Notes. Pursuant to the supplemental indenture entered on January 2, 2014, Fidelity National Financial, Inc., the indirect parent of the Issuers ("FNF") provided an unconditional, irrevocable guarantee of the Notes, and the Black Knight Lending Solutions, Inc. was added as a "co-issuer" of the Notes. In addition, on January 2, 2014, the Notes were rated as investment grade. As a result, a Covenant Suspension Event (as defined in the indenture) occurred, and most of the restrictive covenants in the indenture were suspended, which suspension remains in effect. The primary purpose of the Consent Solicitation and the proposed amendments is to modify the reporting requirement in the indenture to substitute reporting of FNF for that of the Issuers.
Full details of the terms and conditions of the Consent Solicitation are included in the Consent Solicitation Statement (the "Statement") and the accompanying Consent Letter dated January 28, 2014.
Adoption of the proposed amendments requires the consent of the holders of at least a majority in aggregate principal amount of Notes outstanding (the "Required Consents"). The Consent Solicitation is being made solely to holders of record as of 5:00 p.m. on January 27, 2014 and on the terms and subject to the conditions set forth in the Statement. The Consent Solicitation will expire at 5:00 p.m., New York time, on February 6, 2014, unless extended or terminated by the Issuers (the "Expiration Date"). Subject to receiving the Required Consents and other customary conditions, the Issuers have agreed to make a cash payment of $1.25 per $1,000 aggregate principal amount of Notes (the "Consent Payment") to any holder who validly delivers a duly executed consent prior to the Expiration Date that is not properly revoked. Holders may revoke their consents at any time prior to the earlier of the Expiration Date and the time at which the Required Consents have been obtained. The Consent Payment will be made to the paying agent promptly after the conditions to payment specified in the Statement have been satisfied or waived. If the Consent Solicitation is withdrawn or otherwise not completed for any reason, the Consent Payment will not be paid or payable.
The Issuers expect to execute a supplemental indenture effecting the proposed amendments if the Required Consents are obtained and the general conditions have been satisfied or waived. The supplemental indenture would bind all holders of Notes, including those that did not give their consent, but holders who did not deliver consents prior to the Expiration Date (or delivered Consents but properly revoked them), would not receive the Consent Payment.
Copies of the Statement and other solicitation materials may be obtained from Jefferies LLC, the Solicitation Agent in connection with the Consent Solicitation, and any questions may be directed to the Solicitation Agent, by telephone at 1-877-877-0696 (toll free) or 1-212-284-2435 (collect). Computershare Trust Company, N.A. is acting as the Tabulation Agent and Paying Agent, and Georgeson, Inc. is acting as the Information Agent, in connection with the Consent Solicitation. Questions and requests for additional documents may be directed to the Information Agent in writing at Georgeson Inc., 480 Washington Boulevard, 26th Floor, Jersey City, NY 07310, Attention: Corporate Actions, by telephone at 1-866-729-6811 (toll free) or by facsimile at 201-222-4151.
This press release shall not constitute an offer to purchase or a solicitation of an offer to sell any securities. The Consent Solicitation is not being made in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such solicitation under applicable state or securities laws. No recommendation is being made as to whether holders of Notes should consent to the proposed amendments. The Consent Solicitation is being made only pursuant to the terms of the Statement and related materials, including the Consent Letter. Holders of the Notes should read carefully the Statement and related materials, including the Consent Letter, as they contain important information.
About Black Knight Financial Services, LLC
Black Knight Financial Services, a Fidelity National Financial (NYSE:FNF) company, is the mortgage and finance industries' leading provider of integrated technology, data and analytics solutions. Comprised of technology offerings from the union of LPS and ServiceLink, Black Knight Financial Services offers leading software systems; data and analytics offerings; and information solutions that facilitate and automate many of the business processes across the mortgage life cycle.
Black Knight Financial Services helps clients in the mortgage industry and beyond achieve their strategic goals, realize greater success and better serve their customers by delivering best-in-class technology, services and insight with a relentless commitment to excellence, innovation, integrity and leadership. For more information on Black Knight Financial Services, please visit www.bkfs.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the success of the solicitation, whether the supplemental indenture will be executed, the timing of the consent payments, and other information and statements that are not historical fact. These forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. These risks and uncertainties include the receipt and timing of necessary consents from holders, as well as other factors. These forward-looking statements speak only as of the date of this release. The Issuers expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in their expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
SOURCE Black Knight Financial Services
Cloud and datacenter migration innovator AppZero has joined the Microsoft Enterprise Cloud Alliance Program. AppZero is a fast, flexible way to move Windows Server applications from any source machine – physical or virtual – to any destination server, in any cloud or datacenter, using its patented container technology. AppZero’s container is also called a Virtual Application Appliance (VAA). To facilitate Microsoft Azure onboarding, AppZero has two purpose-built offerings: AppZero SP for Azure,...
Aug. 29, 2015 01:00 PM EDT Reads: 108
WSM International, the pioneer and leader in server migration services, has announced an agreement with WHOA.com, a leader in providing secure public, private and hybrid cloud computing services. Under terms of the agreement, WSM will provide migration services to WHOA.com customers to relocate some or all of their applications, digital assets, and other computing workloads to WHOA.com enterprise-class, secure cloud infrastructure. The migration services include detailed evaluation and planning...
Aug. 29, 2015 12:00 PM EDT Reads: 104
This Enterprise Strategy Group lab validation report of the NEC Express5800/R320 server with Intel® Xeon® processor presents the benefits of 99.999% uptime NEC fault-tolerant servers that lower overall virtualized server total cost of ownership. This report also includes survey data on the significant costs associated with system outages impacting enterprise and web applications. Click Here to Download Report Now!
Aug. 29, 2015 11:45 AM EDT Reads: 120
IBM’s Blue Box Cloud, powered by OpenStack, is now available in any of IBM’s globally integrated cloud data centers running SoftLayer infrastructure. Less than 90 days after its acquisition of Blue Box, IBM has integrated its Blue Box Cloud Dedicated private-cloud-as-a-service into its broader portfolio of OpenStack® based solutions. The announcement, made today at the OpenStack Silicon Valley event, further highlights IBM’s continued support to deliver OpenStack solutions across all cloud depl...
Aug. 29, 2015 11:30 AM EDT Reads: 175
SYS-CON Events announced today that Pythian, a global IT services company specializing in helping companies leverage disruptive technologies to optimize revenue-generating systems, has been named “Bronze Sponsor” of SYS-CON's 17th Cloud Expo, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Founded in 1997, Pythian is a global IT services company that helps companies compete by adopting disruptive technologies such as cloud, Big Data, advance...
Aug. 29, 2015 11:00 AM EDT Reads: 219
Consumer IoT applications provide data about the user that just doesn’t exist in traditional PC or mobile web applications. This rich data, or “context,” enables the highly personalized consumer experiences that characterize many consumer IoT apps. This same data is also providing brands with unprecedented insight into how their connected products are being used, while, at the same time, powering highly targeted engagement and marketing opportunities. In his session at @ThingsExpo, Nathan Trel...
Aug. 29, 2015 11:00 AM EDT Reads: 187
While many app developers are comfortable building apps for the smartphone, there is a whole new world out there. In his session at @ThingsExpo, Narayan Sainaney, Co-founder and CTO of Mojio, will discuss how the business case for connected car apps is growing and, with open platform companies having already done the heavy lifting, there really is no barrier to entry.
Aug. 29, 2015 10:30 AM EDT
WebRTC has had a real tough three or four years, and so have those working with it. Only a few short years ago, the development world were excited about WebRTC and proclaiming how awesome it was. You might have played with the technology a couple of years ago, only to find the extra infrastructure requirements were painful to implement and poorly documented. This probably left a bitter taste in your mouth, especially when things went wrong.
Aug. 29, 2015 10:15 AM EDT Reads: 411
SYS-CON Events announced today that G2G3 will exhibit at SYS-CON's @DevOpsSummit Silicon Valley, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Based on a collective appreciation for user experience, design, and technology, G2G3 is uniquely qualified and motivated to redefine how organizations and people engage in an increasingly digital world.
Aug. 29, 2015 09:30 AM EDT Reads: 431
SYS-CON Events announced today that HPM Networks will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. For 20 years, HPM Networks has been integrating technology solutions that solve complex business challenges. HPM Networks has designed solutions for both SMB and enterprise customers throughout the San Francisco Bay Area.
Aug. 29, 2015 09:30 AM EDT Reads: 841
SYS-CON Events announced today the Containers & Microservices Bootcamp, being held November 3-4, 2015, in conjunction with 17th Cloud Expo, @ThingsExpo, and @DevOpsSummit at the Santa Clara Convention Center in Santa Clara, CA. This is your chance to get started with the latest technology in the industry. Combined with real-world scenarios and use cases, the Containers and Microservices Bootcamp, led by Janakiram MSV, a Microsoft Regional Director, will include presentations as well as hands-on...
Aug. 29, 2015 09:15 AM EDT Reads: 164
Through WebRTC, audio and video communications are being embedded more easily than ever into applications, helping carriers, enterprises and independent software vendors deliver greater functionality to their end users. With today’s business world increasingly focused on outcomes, users’ growing calls for ease of use, and businesses craving smarter, tighter integration, what’s the next step in delivering a richer, more immersive experience? That richer, more fully integrated experience comes ab...
Aug. 29, 2015 08:45 AM EDT Reads: 571
SYS-CON Events announced today that Micron Technology, Inc., a global leader in advanced semiconductor systems, will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Micron’s broad portfolio of high-performance memory technologies – including DRAM, NAND and NOR Flash – is the basis for solid state drives, modules, multichip packages and other system solutions. Backed by more than 35 years of tech...
Aug. 29, 2015 08:45 AM EDT Reads: 170
Everyone talks about continuous integration and continuous delivery but those are just two ends of the pipeline. In the middle of DevOps is continuous testing (CT), and many organizations are struggling to implement continuous testing effectively. After all, without continuous testing there is no delivery. And Lab-As-A-Service (LaaS) enhances the CT with dynamic on-demand self-serve test topologies. CT together with LAAS make a powerful combination that perfectly serves complex software developm...
Aug. 29, 2015 08:00 AM EDT Reads: 167
In today's digital world, change is the one constant. Disruptive innovations like cloud, mobility, social media, and the Internet of Things have reshaped the market and set new standards in customer expectations. To remain competitive, businesses must tap the potential of emerging technologies and markets through the rapid release of new products and services. However, the rigid and siloed structures of traditional IT platforms and processes are slowing them down – resulting in lengthy delivery ...
Aug. 29, 2015 07:45 AM EDT Reads: 552