Cushman & Wakefield Announces Closing of $400 Million Senior Secured Notes Offering and $1,000 Million Term Loan Facility

Cushman & Wakefield plc (NYSE: CWK) (“Cushman & Wakefield”) today announced that its indirect wholly owned subsidiary, Cushman & Wakefield U.S. Borrower, LLC (the “Company”), has closed its previously announced offering of $400 million of its 8.875% senior secured notes due 2031 (the “Notes”). The Notes were offered in a private placement exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”).

Concurrent with the closing of the Notes, the Company closed its previously announced new $1,000 million term loan facility with a maturity of January 31, 2030, which will bear interest at a rate of Term SOFR plus 4.00% with a 0.50% Term SOFR floor.

The net proceeds from the offering and new term loan facility were used to refinance $1,400 million of existing indebtedness outstanding under the Company’s $1,593 million Senior Secured Term Loan maturing August 21, 2025. In advance of the August 21, 2025 maturity, the Company expects to repay the remaining $193 million of the Senior Secured Term Loan using on-hand cash and cash equivalents.

Following this refinancing the Company’s blended annual interest rate will be approximately 8% on the Company’s total indebtedness.

“The success of this refinancing transaction reinforces our commitment to enhancing our financial flexibility and maintaining our balance sheet strength,” said Michelle MacKay, Chief Executive Officer of Cushman & Wakefield. “By extending our debt maturity profile and with our $1.6 billion of available liquidity as of June 30, 2023, we believe that we are well positioned to execute on our strategic priorities and allocate capital into growth sectors as the market recovers.”

“We appreciate the strong support from our investors, lenders and banking partners, which we believe reflects confidence in our industry’s long-term fundamentals, our resilient business model and our strong team,” said Neil Johnston, Chief Financial Officer of Cushman & Wakefield.

The Notes are guaranteed by DTZ UK Guarantor Limited (“Holdings”), a private limited company organized under the laws of England and Wales and a direct wholly owned subsidiary of Cushman & Wakefield, and each of Holdings’ existing and future wholly owned domestic restricted subsidiaries (other than the Company) and U.K. restricted subsidiaries, in each case, that guarantee the Company’s obligations under its existing senior secured credit facility and existing 6.750% senior secured notes due 2028.