Shift4 Payments plans to offer €435 million in Senior Notes due 2033

Shift4 Payments, a prominent player in the realm of integrated payments and commerce technology, has recently unveiled plans for a significant financial move. The company has disclosed that its subsidiaries, Shift4 Payments, LLC and Shift4 Payments Finance Sub, Inc., are gearing up to launch a €435,000,000 aggregate principal amount of 5.500% senior notes due 2033, known as the “New Notes,” in a private offering that sidesteps the registration requirements of the Securities Act of 1933.

This offering of New Notes will supplement the issuance of €680,000,000 in aggregate principal amount of 5.500% senior notes due 2033, termed the “Existing Notes,” that took place in May 2025. The New Notes and the Existing Notes are anticipated to function as a single class of debt securities in accordance with the existing 2033 Notes Indenture with nearly identical terms, barring the issue date and issue price.

The net proceeds from the New Notes offering are earmarked for diverse general corporate purposes, encompassing the repayment of debt, targeted acquisitions, strategic growth endeavors, and the possibility of buybacks of shares.

It’s important to note that the New Notes have not been registered under the Securities Act and are not available for offer or sale within the United States or to U.S. individuals. Exceptions exist for transactions with reasonably believed qualified institutional buyers under Rule 144A and specific offshore transactions as per Regulation S under the Securities Act.

As per the stipulations, this press release does not constitute an offer to sell or a solicitation to buy these securities in jurisdictions where it is deemed unlawful without prior registration or qualification. Potential offers of the New Notes will be exclusively through a private offering memorandum.

While the prospect of the New Notes offering is on the table, there’s no guaranteed assurance that the process will unfold per the outlined details or even materialize in its entirety.

Moving forward, it is essential to recognize that this announcement is supplemented by forward-looking statements within the confines of the Private Securities Litigation Reform Act of 1995. Shift4, abiding by the safe harbor provisions for forward-looking statements, acknowledges that relevant considerations involve risks, uncertainties, and critical factors that could substantially impact the company’s future performance, results, and achievements.

Key components in this realm encompass the seamless integration of Global Blue into Shift4’s operations, the realization of anticipated synergies post the Global Blue merger, and the intense competitive landscape prevalent in financial services, payments, and payment technology sectors on a global scale. The company remains committed to navigating this terrain with a forward-thinking approach, consolidating its position amidst a dynamic and evolving marketplace.