The early tender deadline and the withdrawal deadline for the Offer were, in each case,
The Company has been advised that, as of the Early Tender Time,
The Offer is being made by the Company pursuant to the Offer to Purchase dated
The Offer will expire at 12:00 midnight,
The total consideration for each
The Early Tender Payment is payable only to Holders who tendered and validly delivered their Notes prior to or at the Early Tender Time. Holders who validly tendered and did not withdraw Notes prior to or at the Early Tender Time will be eligible to receive the Total Consideration (including the Early Tender Payment) on the Early Settlement Date in respect of Notes accepted for purchase. Holders who validly tender their Notes after the Early Tender Time and prior to or at the Expiration Date will be entitled to receive the Tender Consideration, namely an amount equal to the Total Consideration less the Early Tender Payment, on the Final Settlement Date (as defined below) in respect of notes accepted for purchase. In addition, Holders whose Notes are purchased in the Offer will receive accrued and unpaid interest in respect of their purchased Notes from the last interest payment date to, but not including, the applicable Settlement Date (as defined below).
Payment for Notes that were validly tendered at or prior to the Early Tender Time and not validly withdrawn at or prior to the Withdrawal Deadline, and accepted for purchase in the Offer, will be after the Early Tender Time but prior to the Expiration Date (the 'Early Settlement Date'), and is expected to be on or about
The Withdrawal Deadline for the Offer has now passed. Notes already tendered pursuant to the Offer may no longer be withdrawn, and any other Notes tendered prior to the Expiration Date may not be withdrawn, except as required by applicable law.
The Company's obligation to accept for purchase, and to pay for, the Notes validly tendered pursuant to the Offer is subject to, and conditioned upon satisfaction or waiver of, certain conditions, including, but not limited to, the successful completion of the Company's previously announced offering of
Concurrently with the launch of the Offer, pursuant to the indenture governing the Notes, the Company issued a conditional notice of redemption pursuant to which it will redeem (the 'Redemption') any Notes not purchased in the Offer at a price of 105.250% of the principal amount thereof, plus accrued and unpaid interest to but excluding the redemption date of
Contact:
Tel: (855) 287-1922
Email: iag@dfking.com
Holders of the Notes are urged to read the Offer Documents carefully. Any questions or requests for assistance in relation to the Offer Documents may be directed to the Dealer Managers at their telephone numbers set forth above or to the Holder's broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offer. Requests for additional copies of the Offer Documents may be directed to the Information and Tender Agent at the addresses and telephone numbers set forth above. Documents relating to the Offer, including the Offer to Purchase and the Letter of Transmittal, are also available at http://www.dfking.com/iag.
The Offer is being made solely pursuant to the Offer Documents. The Offer is not being made in, nor will the Company accept tenders of Notes from, any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. None of the Company,
CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION
This news release contains forward-looking statements. All statements, other than of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future are forward-looking statements, including the statements regarding the terms and timing for completion of the Offer, including the acceptance for purchase of any Notes validly tendered and the expected Expiration Date and Settlement Date thereof and the satisfaction or waiver of certain conditions of the Offer. They are forward-looking because they are statements about the future that are based on what the Company knows and expects today. Forward-looking statements are generally identifiable by use of the words 'may', 'will', 'should', 'continue', 'expect', 'anticipate', 'outlook', 'guidance', 'estimate', 'believe', 'intend', 'plan' or 'project' or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the Company's ability to control or predict, that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements, including, but not limited to, the risks inherent to the completion of the Offer and risks discussed in the risk factors section in
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