The consent solicitations will expire at
The total consideration to be paid for each
The proposed amendments to the indentures governing the Notes would, among other things, eliminate a significant portion of the restrictive covenants, eliminate certain events of default, release all of the collateral securing the obligations of the 2017 Notes Issuers and the guarantors under the 2017 Notes and amend the number of days prior to any redemption date that the Companies must send a notice of redemption. Adoption of the proposed amendments to the indentures requires the consent of the holders of at least a majority of the aggregate outstanding principal amount of each series of Notes (the "Requisite Consents"), or in the case of the amendment to release all of the collateral securing the obligations of the 2017 Notes Issuers and the guarantors under the 2017 Notes, of at least 66 2/3% in aggregate principal amount outstanding of the 2017 Notes (the "Collateral Release Requisite Consent"). Holders who tender their Notes will be required to consent to the proposed amendments and holders may not deliver consents to the proposed amendments without tendering their Notes in the tender offers. The proposed amendments to the indentures will not become operative, however, until at least a majority in aggregate principal amount outstanding of the Notes, or in the case of the amendment to release all of the collateral securing the obligations of the 2017 Notes Issuers and the guarantors under the 2017 Notes, at least 66 2/3% in aggregate principal amount outstanding of the 2017 Notes, whose holders have delivered consents to the proposed amendments have been accepted for payment.
The tender offers and consent solicitations with respect to each series of Notes are subject to the satisfaction of certain conditions, including (i) the Minimum Tender Condition, which requires that the receipt of the Requisite Consents and the Collateral Release Requisite Consent, as applicable must have been obtained; (ii) the Financing Condition, which requires the entry of the Companies into any financing on terms acceptable to such Companies in their sole discretion and in an amount sufficient to pay for the tender of the Notes and any fees and expense related thereto; and (iii) the Documentation Condition, which requires that the supplemental indentures implementing the proposed amendments must have been executed (other than the proposed amendments to the indentures and certain security documents relating to the release of all of the collateral securing the obligations of the 2017 Notes Issuers and the guarantors).
The Companies reserve the right, at any time following the Consent Date but prior to the Expiration Date (the "Initial Acceptance Date"), to accept for purchase all Notes validly tendered and not validly withdrawn prior to the Consent Date. If the Companies elect to exercise this option, the Companies will pay the applicable total consideration for the Notes accepted for purchase promptly following the acceptance of such Notes (the date of such payment being the "Initial Payment Date"). The Companies expect that the Initial Payment Date will be
This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the Notes. This press release also is not a solicitation of consents to the proposed amendments to the indentures. The tender offers and consent solicitations are being made solely by means of the tender offer and consent solicitation documents, including the Offer to Purchase and Consent Solicitation Statement, dated
Keywords for this news article include: Banking and Finance,
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