SANTIAGO, Chile, Feb. 8, 2016 /PRNewswire/ -- On February 8, 2016, Automotores Gildemeister S.A. (the "Company") announced that it has extended the expiration date (the "Expiration Date") for its exchange offer and consent solicitation (the "Offers and Solicitation") from 5:00 p.m. New York City time on February 5, 2016 to 5:00 p.m. New York City time on February 10, 2016.
The Company also announced that it has issued a sixth supplement (the "Sixth Supplement") to amend the Offering and Solicitation Memorandum dated December 17, 2015 (as supplemented, the "Offering and Solicitation Memorandum") to reflect the extension of the Expiration Date. Holders of the Company's 8.250% Senior Unsecured Notes due 2021 (the "Existing 2021 Notes") and its 6.750% Senior Unsecured Notes due 2023 (the "Existing 2023 Notes," and together with the Existing 2021 Notes, the "Existing Unsecured Notes") should contact Prime Clerk, the Exchange and Information Agent to obtain a copy of the Sixth Supplement.
Based on information provided by Prime Clerk, as of 4:00 P.M. New York City time on February 5, 2016, approximately US$368,332,000 of the Existing 2021 Notes (or approximately 92% of the outstanding principal amount thereof) and approximately US$290,798,000 of the Existing 2023 Notes (or approximately 97% of the outstanding principal amount thereof) had been validly tendered and not validly withdrawn from the Offers and Solicitation.
The Offers and Solicitation are being conducted upon the terms and subject to the conditions set forth in the Offering and Solicitation Memorandum and the related letter of transmittal. The Offers and Solicitation are only made, and copies of the offering documents will only be made available, to a holder of the Existing Unsecured Notes who has certified its status as (1) a "qualified institutional buyer" as defined in Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), (2) a person who is not a "U.S. person" as defined under Regulation S under the Securities Act or (3) an "accredited investor" as defined in Rule 501 of Regulation D under the Securities Act (each, an "Eligible Holder").
Beneficial owners of Existing Unsecured Notes should carefully read the Offering and Solicitation Memorandum regarding the relevant procedures and timing to tender their Existing Unsecured Notes. Documents relating to the Offers and Solicitation will only be distributed to holders of Existing Unsecured Notes who complete and return a letter of eligibility confirming that they are within the category of Eligible Holders for the Offers and Solicitation. Holders of Existing Unsecured Notes who wish to obtain a copy of the eligibility letter may contact Prime Clerk, the Exchange and Information Agent for the Offers and Solicitation, at (844) 205-4334 or, if outside the U.S. and Canada, at (917) 606-6438.
This press release is not an offer to sell or a solicitation of an offer to buy any security. The Offers and Solicitation ARE being made solely by the OFFERING AND SOLICITATION MEMORANDUM and related letter of transmittal THAT MAY BE OBTAINED FROM THE EXCHANGE AND INFORMATION AGENT and only to such persons and in such jurisdictions as is permitted under applicable law. ANY PUBLIC OFFERING OF SECURITIES TO BE MADE IN THE UNITED STATES WILL BE MADE BY MEANS OF A PROSPECTUS THAT MAY BE OBTAINED FROM THE COMPANY OR THE SELLING SECURITY HOLDER THAT WILL CONTAIN DETAILED INFORMATION ABOUT THE COMPANY AND MANAGEMENT, AS WELL AS FINANCIAL STATEMENTS.
The 7.50% New Senior Secured Notes and any other securities offered in the Offers and Solicitation will not be registered under the Ley de Mercado de Valores No. 18,045 (the "Securities Market Law"), as amended, of Chile with the Superintendencia de Valores y Seguros (the Chilean Securities and Insurance Commission or "SVS"), and, accordingly, may not be offered or sold to persons in Chile except in circumstances that do not constitute a public offering under Chilean law.
Los valores que se emitan no serán registrados en la Superintendencia de Valores y Seguros de conformidad a la ley de Mercado de Valores No.18,045, por lo que de acuerdo a ello, no podrán ser ofrecidos a personas en Chile excepto en circunstancias que no constituyan una oferta pública de valores de acuerdo a ley Chilena.
About Automotores Gildemeister
Automotores Gildemeister is a vehicle importer and distributor primarily in Chile and Peru. Since 1986, the Company has been the sole distributor of Hyundai passenger and light commercial vehicles in Chile and since 2002, the sole distributor of Hyundai passenger, light commercial and heavy commercial vehicles in Peru.
Exchange and Information Agent
Prime Clerk, LLC
830 Third Avenue, 3rd Floor
New York, NY 10022
c/o Automotores Gildemeister Exchange Offer
SOURCE Automotores Gildemeister S.A.