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Alliant Holdings I, Inc. Announces Expiration Time Results of Tender Offer and Consent Solicitation for 11% Senior Notes Due 2015
By: Marketwired .
Jan. 2, 2013 05:48 PM
NEWPORT BEACH, CA -- (Marketwire) -- 01/02/13 -- Alliant Holdings I, Inc. (the "Company") announced today the final results of its previously announced cash tender offer and consent solicitation (together, the "Offer") for any and all of its outstanding 11% Senior Notes due 2015 (CUSIP Nos. 01881PAA4 and U0187LAA3) (the "Notes"), subject to the terms and conditions of the Offer to Purchase and Consent Solicitation Statement dated December 3, 2012 (the "Statement"). The Offer expired at 11:59 p.m., New York City time, on December 31, 2012 (the "Expiration Time"). As of the Expiration Time, based on the final information provided to the Company by i-Deal LLC, the depositary for the Offer, the Company received tenders and consents from holders of $252,320,000, or 95.2% of the aggregate principal amount of the Notes. All Notes validly tendered and not validly withdrawn in the Offer have been accepted for payment by the Company.
Based on the consents received, the Company entered into a supplemental indenture that eliminates substantially all of the restrictive covenants, certain events of default and related provisions in the indenture governing the Notes.
The tender offer and consent solicitation were made by the Company in connection with, and pursuant to the terms of, the Agreement and Plan of Merger, dated November 21, 2012, by and among Alliant Holdings I, LLC, the ultimate parent of the Company, A-S L.P., A-S Parent Inc., A-S Merger Sub LLC and the representative named therein. The Company's obligation to accept for purchase and to pay for Notes validly tendered and not withdrawn pursuant to the Offer was subject to the satisfaction or waiver, in the Company's discretion, of certain conditions, which were more fully described in the Statement, including, among others, (1) the completion of certain debt financings and (2) the closing of the Merger (as defined in the Statement). All of these conditions were satisfied.
Holders of the Notes that validly tendered prior to 5:00 p.m., New York City time on December 14, 2012 (the "Consent Time") and not validly withdrawn received the "Total Consideration" of $1,032.08 per $1,000 principal amount of Notes. Holders of the Notes that validly tendered after the Consent Time but on or prior to the Expiration Time received the "Tender Offer Consideration" of $997.50 per $1,000 principal amount of Notes, which is the total consideration less the consent payment of $34.58 per $1,000 principal amount of Notes. In addition to the Total Consideration or the Tender Offer Consideration, as applicable, holders whose Notes were accepted for purchase in the Offer received accrued and unpaid interest from the most recent interest payment date on the Notes up to, but not including, the applicable settlement date.
J.P. Morgan Securities LLC had been engaged to act as dealer manager and solicitation agent (the "Dealer Manager and Solicitation Agent") in connection with the tender offer and consent solicitation. The Company had retained i-Deal LLC to serve as the depositary and information agent for the Offer.
This press release is for informational purposes only and is not a recommendation by any of the Company, the Dealer Manager and Solicitation Agent or the information agent, an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to any securities.
This press release is for informational purposes only and is not an offer to sell or the solicitation of an offer to buy any securities.
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