Tag Archives: Expiration Date

Frontier Communications Corporation Announces Acceptance for Purchase of 6.625% Senior Notes Due 201

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Frontier Communications Corporation Announces Acceptance for Purchase of 6.625% Senior Notes Due 2015 and 7.875% Senior Notes Due 2015 in Cash Tender Offers

STAMFORD, Conn.–(BUSINESS WIRE)– Frontier Communications Corporation (NAS: FTR) announced today that, in accordance with the terms of its previously announced tender offers for any and all of its outstanding 6.625% Senior Notes due 2015 (the “March 2015 Notes”), any and all of its outstanding 7.875% Senior Notes due 2015 (the “April 2015 Notes”) and up to $225.0 million aggregate principal amount of its 8.250% Senior Notes due 2017 (the “2017 Notes”), it has today accepted for purchase $194.2 million aggregate principal amount of March 2015 Notes and $277.1 million aggregate principal amount of April 2015 Notes tendered as of 5:00 p.m. New York City time on April 9, 2013 (the “2015 Notes Early Tender Date”). The March 2015 Notes were purchased at a purchase price of $1,112.37 for each $1,000 principal amount of March 2015 Notes validly tendered (and not validly withdrawn), including an early tender premium of $30.00 per $1,000 principal amount of March 2015 Notes, and the April 2015 Notes were purchased at a purchase price of $ 1,141.91 for each $1,000 principal amount of April 2015 Notes validly tendered (and not validly withdrawn), including an early tender premium of $30.00 per $1,000 principal amount of April 2015 Notes. In addition, Frontier paid accrued and unpaid interest on all March 2015 Notes and April 2015 Notes tendered and accepted for payment from the last interest payment date up to, but not including, today. Frontier used net proceeds from the sale of its previously announced offering of $750 million of 7.625% Senior Notes due 2024 to purchase the March 2015 Notes and April 2015 Notes accepted for purchase today and will use the remaining net proceeds, together with cash on hand, to purchase any and all March 2015 Notes and April 2015 Notes validly tendered after the 2015 Notes Early Tender Date and prior to the Expiration Date (as defined below) and up to $225.0 million aggregate principal amount of 2017 Notes validly tendered, whether prior to the early tender date for the 2017 Notes (which has previously been extended to 5:00 p.m., New York City time, on April 11, 2013 (the “2017 Notes Early Tender Date”) from 5:00 p.m. New York City time on April 9, 2013) or after the 2017 Notes Early Tender Date and prior to the Expiration Date.

$105.8 million aggregate principal amount of March 2015 Notes and $97.7 million aggregate principal amount of April 2015 Notes remain outstanding. The tender offers will expire at 9:00 a.m., New York City time, on April 24, 2013, unless extended or earlier terminated by

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The ADT Corporation Initiates Exchange Offer

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The ADT Corporation Initiates Exchange Offer

BOCA RATON, Fla.–(BUSINESS WIRE)– The ADT Corporation (NYS: ET today its offer to exchange certain of its outstanding unregistered notes for new registered notes in accordance with the terms of its registration rights agreement with existing holders of those notes.

Under the exchange offer, ADT is offering to exchange (the “Exchange Offer“) up to $2,500,000,000 aggregate principal amount of its outstanding (i) $750,000,000 2.250% Notes due 2017, (ii) $1,000,000,000 3.500% Notes due 2022 and (iii) $750,000,000 4.875% Notes due 2042 (collectively, the “Exchange Notes“) for a like principal amount of its new (i) $750,000,000 2.250% Notes due 2017, (ii) $1,000,000,000 3.500% Notes due 2022 and (iii) $750,000,000 4.875% Notes due 2042.

The Exchange Offer will expire at 5 pm ET on April 29, 2013, unless extended (such date and time, as they may be extended, the “Expiration Date“). The settlement date for the Exchange Offer will occur promptly following the Expiration Date. The Exchange Offer is made only pursuant to ADT‘s prospectus dated April 1, 2013, which has been filed with the Securities and Exchange Commission. ADT has not authorized any person to provide information other than as set forth in the prospectus.

Additional Information

Copies of the prospectus and transmittal materials governing the Exchange Offer can be obtained from the exchange agent, Wells Fargo Bank, N.A., by faxing a request to (612) 667-6282 (for Eligible Institutions only); by writing via registered and certified mail to Wells Fargo Bank, N.A. Corporate Trust Operations, MAC N9303-121, P.O. Box 1517, Minneapolis, MN 55480; by writing via regular mail or courier to Wells Fargo Bank, N.A. Corporate Trust Operations, MAC N9303-121, 6th St. & Marquette Avenue, Minneapolis, MN 55479; or by writing in person by hand only to Wells Fargo Bank, N.A. Corporate Trust Services, Northstar East Building – 12th Floor, 608 Second Avenue South, Minneapolis, MN 55402.

This press release is for informational purposes only and is neither an offer to exchange, nor a solicitation of an offer to sell, the Exchange Notes. The Exchange Offer is made solely pursuant to the prospectus dated April 1, 2013, including any supplements thereto. The Exchange Offer is not being made to holders in 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.

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First BanCorp. Announces Extension of the Expiration Date and Increase in the Exchange Value for Pre

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First BanCorp. Announces Extension of the Expiration Date and Increase in the Exchange Value for Preferred Stock Accepted in the Exchange Offer

SAN JUAN, Puerto Rico–(BUSINESS WIRE)– First BanCorp. (the “Corporation”) (NYS: FBP) , the bank holding company for FirstBank Puerto Rico (“FirstBank” or “the Bank”), announced today that it has extended the expiration date for its offer to issue shares of its common stock, par value $0.10 per share (“Common Stock“), in exchange (the “Exchange Offer“) for any and all of the issued and outstanding shares of Non-Cumulative Perpetual Monthly Income Preferred Stock, Series A through E (collectively, “Preferred Stock“) until midnight on Tuesday, April 9, 2013, unless the Corporation further extends the Exchange Offer or terminates it prior to such date. Proxies related to the consent on the amendments to the certificates of designation for the Preferred Stock will be accepted until the new expiration date.

The Corporation has fixed the Exchange Ratio for the issuance of shares of Common Stock in exchange for shares of Preferred Stock at 3.57 shares of Common Stock for each share of each series of Preferred Stock (the “Exchange Ratio“) validly tendered and not withdrawn that are accepted by the Corporation pursuant to the terms of the Exchange Offer. The Exchange Ratio is based on an increased Exchange Value of $22 per share of Preferred Stock divided by $6.1593, which was the average Volume Weighted Average Price of a share of Common Stock during the five trading-day period that ended on Thursday, March 21, 2013. The Exchange Value will change based upon the price of the Common Stock. As stated in the press release issued by the Corporation on March 22, 2013, the original Exchange Value was $20 and the original Exchange Ratio was 3.24 shares of Common Stock for each share of Preferred Stock.

As of midnight, New York City time, on March 25, 2013, 61,076 shares of Series A Preferred Stock, 31,187 shares of Series B Preferred Stock, 33,516 shares of Series C Preferred Stock, 35,886 shares of Series D Preferred Stock, and 109,137 shares of Series E Preferred Stock have been validly tendered and not withdrawn.

Except as otherwise stated in this release, all of the terms and conditions of the Exchange Offer, as set forth in the Corporation’s Prospectus dated February 14, 2013, which was filed with the U.S. Securities and Exchange Commission (the “SEC“) on February 15, 2013, and the related letter of transmittal, are unchanged.

Sandler O’Neill + Partners, L.P. is acting as the sole dealer manager, …read more
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Sallie Mae Announces Successful Results of its $1.2 Billion Cash Tender Offers

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Sallie Mae Announces Successful Results of its $1.2 Billion Cash Tender Offers

NEWARK, Del.–(BUSINESS WIRE)– Sallie Mae (NAS: SLM) , the nation’s No. 1 financial services company specializing in education, today announced that as of 11:59 p.m. New York City time on March 25, 2013 (the “Expiration Date“), it had received tenders of $228,860,000 for its outstanding Any and All Securities listed in the table below pursuant to its previously announced Any and All Offer and $570,946,000 for its outstanding Waterfall Securities listed in the table below pursuant to its previously announced Waterfall Offer. The maximum aggregate principal amount that could be purchased in the Waterfall Offer was $1.2 billion less the aggregate principal amount of securities purchased in the Any and All Offer, subject to the terms and conditions of the Offer to Purchase, dated February 26, 2013, (the “Offer to Purchase”) and related documents.

A total of $799,806,000 Any and All Securities and Waterfall Securities was tendered in the Offers. Since the aggregate securities tendered is less than $1.2 billion, all securities will be accepted and will not be subject to proration.

According to D.F. King & Co., Inc., the Information Agent and Tender Agent for the Offers, as of the Expiration Date, Sallie Mae received valid tenders of securities subject to the Any and All Offer and the Waterfall Offer as outlined in the table below.

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Source: FULL ARTICLE at DailyFinance

             

First BanCorp. Announces Extension of the Expiration Date of Preferred Stock Exchange Offer

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First BanCorp. Announces Extension of the Expiration Date of Preferred Stock Exchange Offer

SAN JUAN, Puerto Rico–(BUSINESS WIRE)– First BanCorp. (the “Corporation”) (NYS: FBP) , the bank holding company for FirstBank Puerto Rico (“FirstBank” or “the Bank”), announced today that it has extended the expiration date for its offer to issue up to 10,087,488 shares of its common stock, par value $0.10 per share (“Common Stock“), in exchange (the “Exchange Offer“) for any and all of the issued and outstanding shares of Non-Cumulative Perpetual Monthly Income Preferred Stock, Series A through E (collectively, “Preferred Stock“) until midnight on Monday, March 25, 2013, unless the Corporation further extends the Exchange Offer or terminates it prior to such date.

This extension will require a recalculation of the Relevant Price and Exchange Ratios for the Exchange Offer. In accordance with the terms of the Exchange Offer, the Relevant Price will be based on the average Volume Weighted Average Price of a share of Common Stock during the five trading-day period ending on the second business day immediately preceding the March 25, 2013 expiration date. Thus, by 9:00 a.m. on Friday, March 22, 2013, the Corporation will announce the Relevant Price and Exchange Ratios in connection with the Exchange Offer.

As of 5:00 p.m., New York City time, on March 18, 2013, 68,076 shares of Series A Preferred Stock, 30,887 shares of Series B Preferred Stock, 45,275 shares of Series C Preferred Stock, 42,543 shares of Series D Preferred Stock, and 116,947 shares of Series E Preferred Stock have been validly tendered and not withdrawn.

Except as otherwise stated in this release, all of the terms and conditions of the Exchange Offer, as set forth in the Corporation’s Prospectus dated February 14, 2013, which was filed with the U.S. Securities and Exchange Commission (the “SEC“) on February 15, 2013, and the related letter of transmittal, are unchanged.

Sandler O’Neill + Partners, L.P. is acting as the sole dealer manager, Computershare is acting as exchange agent, and Georgeson Inc. is acting as information agent for the Exchange Offer. For further details, please contact Sandler O’Neill + Partners, L.P. at 866-805-4128 (toll-free) or 212-466-7807 (collect), or Georgeson Inc. at 866-856-6388 (toll-free) or 212-440-9800 (collect).

This press release is neither an offer to exchange nor a solicitation of an offer to sell or purchase Common Stock or Preferred Stock. The Exchange Offer is only being made pursuant …read more
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AIG Announces Final Results of Its Tender Offers

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AIG Announces Final Results of Its Tender Offers

NEW YORK–(BUSINESS WIRE)– American International Group, Inc. (NYS: AIG) today announced the final results as of 11:59 p.m., New York City time, on March 18, 2013 (the “Expiration Date“) of its previously announced tender offers for (i) certain of AIG‘s junior subordinated debentures denominated in sterling and euros (the “Sterling and Euro Debentures”), (ii) certain of AIG‘s junior subordinated debentures denominated in U.S. dollars (the “Dollar Debentures“) and (iii) the capital securities issued by three statutory trusts controlled by SunAmerica Financial Group Inc., a wholly-owned subsidiary of AIG (“SAFG“), that hold junior subordinated debentures issued by SAFG and guaranteed by AIG and senior debentures originally issued by SunAmerica Inc. and assumed by AIG (collectively, the “SAFG Securities” and, together with the Sterling and Euro Debentures and the Dollar Debentures, the “Securities”), pursuant to its offer to purchase dated February 19, 2013 (the “Offer to Purchase”). The complete terms of the tender offers, including certain capitalized terms used but not defined herein, are set forth in the Offer to Purchase and, as applicable, the related letter of transmittal.

“The completion of the tender offers shows that AIG continues to deliver on its capital management goals while illustrating its financial flexibility,” said Robert H. Benmosche, President and Chief Executive Officer of AIG.

AIG also announced that it will purchase the maximum principal amount of Sterling and Euro Debentures that it can purchase at the prices set forth below for an aggregate purchase price (excluding accrued interest) of $429,821,726.71. The tender offer caps for the Dollar Debentures and the SAFG Securities remain unchanged. AIG will accept for purchase all Securities validly tendered at a bid spread equal to or greater than the applicable Clearing Spread set forth below, which results in an aggregate purchase price of approximately $1.316 billion (including an aggregate of approximately $32.8 million in respect of accrued interest and distributions on accepted Securities).

As of the Expiration Date, the principal or liquidation amount of Securities of each series outstanding and validly tendered and accepted by AIG, the final Clearing Spread and the Total Consideration per £1,000, €1,000 or $1,000 principal or liquidation amount were as follows:

Heinz Announces Consent Solicitation with Respect to 7.125% Guaranteed Notes Due 2039

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Heinz Announces Consent Solicitation with Respect to 7.125% Guaranteed Notes Due 2039

PITTSBURGH–(BUSINESS WIRE)– H.J. Heinz Company (NYS: HNZ) (“Heinz”) announced today that its subsidiary H.J. Heinz Finance Company (“Heinz Finance“) has commenced a consent solicitation with respect to the 7.125% Guaranteed Notes Due 2039 (CUSIP No. 42307T AH1) issued by Heinz Finance and fully, unconditionally and irrevocably guaranteed by Heinz (the “Notes”).

Heinz Finance is soliciting consents from holders of record as of 5:00 p.m., New York City time, on March 12, 2013 (such date and time, the “Record Date“) to (a) amend the definition of “Change of Control” contained in the Notes, (b) add a definition of “Permitted Holder” to the Notes and (c) add to, amend, supplement and change certain other defined terms in the Notes related to the foregoing (collectively, the “Proposed Amendments“). The Proposed Amendments will be effected by a supplemental indenture (the “Supplemental Indenture“) to the Indenture governing the Notes, dated as of July 6, 2001 (as supplemented or amended, the “Indenture”), by and among Heinz Finance, Heinz, as guarantor and The Bank of New York Mellon, as trustee (the “Trustee”).

The effect of the Proposed Amendments will be to waive Heinz Finance‘s obligation under the Notes to make a change of control offer to repurchase the Notes at 101% of the principal amount thereof, plus accrued and unpaid interest, upon consummation of Heinz’s pending merger with Hawk Acquisition Sub, Inc., an entity affiliated with Berkshire Hathaway Inc. and 3G Capital Partners Ltd. (the “Merger”).

Heinz Finance is offering to pay each holder of record as of the Record Date who validly delivers and does not validly revoke its consent on or prior to the Expiration Date (as defined below) a cash payment of $10.00 for each $1,000 in aggregate principal amount of Notes for which a consent is validly delivered, subject to satisfaction or waiver of certain conditions, including the receipt of valid consents in respect of a majority in aggregate principal amount of the outstanding Notes.

Heinz expects that, promptly after receipt of the requisite consents at or prior to the Expiration Date, Heinz, Heinz Finance and the Trustee will execute the Supplemental Indenture giving effect to the Proposed Amendments. Holders will not be able to revoke their consents after the execution of the Supplemental Indenture (such time, the “Effective Time“). Holders should note that the Effective Time may be prior to the Expiration Date and holders will not be given prior notice of such Effective Time.

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Source: FULL ARTICLE at DailyFinance

Sallie Mae Extends Deadline for Securities Tendered to March 25, Announces Early Results of its $1.2

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Sallie Mae Extends Deadline for Securities Tendered to March 25,

Announces Early Results of its $1.2 Billion Cash Tender Offers

NEWARK, Del.–(BUSINESS WIRE)– Sallie Mae (NAS: SLM) , the nation’s No. 1 financial services company specializing in education, today announced that it has elected to extend the deadline, which was previously set at 5 p.m. New York City Time on March 11, 2013 (the “Early Tender Deadline“), for which Holders of Any and All Securities are eligible to receive the applicable total consideration, which includes an early tender payment of $30.00 per $1,000 principal amount of securities accepted for purchase (the “Any and All Total Consideration”). Holders of Any and All Securities who validly tender their securities after the Early Tender Deadline but on or prior to 11:59 p.m. New York City Time on March 25, 2013 (the “Expiration Date“), are now entitled to receive the Any and All Total Consideration.

Sallie Mae today also announced that it has elected to extend the deadline, which was previously set at the Early Tender Deadline, for which Holders of Waterfall Securities are eligible to receive the applicable total consideration, which includes an early tender payment of $30.00 per $1,000 principal amount of securities accepted for purchase (the “Waterfall Total Consideration“). Holders of Waterfall Securities who validly tender their securities after the Early Tender Deadline but on or prior to the Expiration Date, are now eligible to receive the Waterfall Total Consideration.

Holders who validly tendered and did not withdraw their securities on or prior to the Early Tender Deadline, and whose securities are accepted for purchase in the Any and All Offer, will be entitled to receive the Any and All Total Consideration, which includes an early tender payment of $30.00 per $1,000 principal amount of securities accepted for purchase, on the Early Tender Settlement Date, expected to be March 13, 2013.

Holders who validly tender their Any and All Securities after the Early Tender Deadline but on or prior to the Expiration Date, and whose securities are accepted for purchase in the Any and All Offer, will be paid the Any and All Total Consideration on the Final Settlement Date, which is expected to be March 27, 2013 (the “Final Settlement Date“). Holders who validly tender their Waterfall Securities prior to the Expiration Date, and whose securities are accepted for purchase in the Waterfall Offer, will be paid the Waterfall Total Consideration on the Final Settlement Date.

As of 5 p.m. New York City Time on March 11, 2013, …read more
Source: FULL ARTICLE at DailyFinance