HoldCo CDO Opportunities Fund Limited Commences Cash Tender Offer for Certain Outstanding Notes of SKM-Libertyview CBO I Limited and SKM-Libertyview CBO I Corp.
NEW YORK, May 23, 2014 /PRNewswire/ -- HoldCo CDO Opportunities Fund Limited (the "Offeror") today announced that it has commenced a tender offer to purchase for cash (the "Offer") all of the outstanding Class C Fixed Rate Notes Due April 2011 and Class D Notes Due April 2011 (together, the "Notes") of SKM-Libertyview CBO I Limited (the "Issuer") and SKM-Libertyview CBO I Corp. (the "Co-Issuer" and, together with the Issuer, the "Co-Issuers"). The Offer is being made pursuant to an Offer to Purchase (the "Offer to Purchase") and the related Letter of Transmittal (the "Letter of Transmittal"), each dated May 23, 2014.
The following table shows the Notes included in the Offer as well as the applicable purchase price and early tender premium (as applicable) for each $1,000 outstanding principal amount of the Notes.
Notes |
CUSIP(s) (i) |
Original |
Outstanding |
Purchase |
Early |
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Class C |
784407AF5 |
$9,000,000 |
$8,142,347 |
$965.00 (v) |
$20.00 |
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Class D |
78440MAG0/ G81795AB5 |
$ 16,500,000 |
$34,999,583 |
$23.57 |
$11.79 |
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(i) These are certain of the CUSIPs contained on the list of registered holders of the Notes that the Offeror obtained from the trustee for the Notes (the "Trustee") on May 21, 2014. The Offer relates solely to the CUSIPs contained in this chart, and is not an offer with respect to any securities held in any other CUSIPs or ISINs. |
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(ii) As of the most recent monthly report issued by the Trustee, dated as of May 15, 2014. |
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(iii) Per $1,000 outstanding principal amount of Notes that are accepted for purchase and without any interest. By way of illustration, if a registered holder of the Notes ("Holder") tenders $1 million original principal amount of Class C Fixed Rate Notes Due April 2011 (which is equal to $904,705 of outstanding principal amount), the purchase price will be $873,040, or $965 per $1,000 of outstanding principal amount tendered. To the extent that such Holder is entitled to the early tender premium, the Holder will receive an additional $18,094 for a total of $891,134, or $985 per $1,000 of outstanding principal amount tendered. If a Holder tenders $1 million original principal amount of Class D Notes Due April 2011 (which is equal to $2,121,187 of outstanding principal amount), the purchase price will be $49,996, or $23.57 per $1,000 of outstanding principal amount tendered. To the extent that such Holder is entitled to the early tender premium, the Holder will receive an additional $25,009 for a total of $75,005, or $35.36 per $1,000 of outstanding principal amount tendered. The purchase price and early tender premiums, as applicable, will be reduced dollar-for-dollar by any amounts received by the Holder on account of any Notes tendered pursuant to this Offer on or after the date hereof and prior to the acceptance by the Offeror of the tendered Notes in accordance with the terms and subject to the conditions hereof. In addition, any amounts received by a tendering Holder on account of tendered Notes after the Offeror has accepted the tendered Notes in accordance with the terms and subject to the conditions hereof shall be held by such Holder in trust for the Offeror and promptly paid to the Offeror. Notwithstanding anything to the contrary in this Offer, to the extent the Holder receives any amounts on account of such Notes on or after the date of this Offer, and the purchase price or early tender premium, as applicable, is not reduced by such amount (whether by error, or any other reason), the Holder agrees that these amounts will be held in trust for the benefit of the Offeror and the Holder shall pay such amounts to the Offeror promptly following the Holder's receipt thereof. |
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(iv) To the extent Holders validly tender their Notes on or before 5:00 p.m. New York City time on May 30, 2014, such Holders shall receive the early tender premium in addition to the purchase price for their Notes, in accordance with the terms and subject to the conditions set forth in the Offer to Purchase. |
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(v) The Offeror also currently owns $3,000,000 in original principal amount (i.e. one-third) of the Class C Fixed Rate Notes Due April 2011. The Offeror acquired the foregoing Notes in April 2014 for a price of $863.54 per $1,000 of outstanding principal amount without interest. |
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(vi) The outstanding principal amount of the Class D Notes Due April 2011 includes $18,499,583 of deferred interest on such Notes that is not payable until certain conditions specified under the indenture pursuant to which the Notes were issued. |
The Offer will expire at 5:00 p.m., New York City time, on June 23, 2014 (the "Expiration Time"), unless extended. Upon the terms and subject to the conditions of the Offer, the Offeror will pay the applicable Purchase Price and Early Tender Premium, if applicable on the "Payment Date," which will occur promptly following the Expiration Time. Holders of the Notes will only be eligible for the Early Tender Premium if they validly tender their Notes on or before 5:00 p.m., New York City time, on May 30, 2014. There are no withdrawal rights under the terms of the Offer. Subject to applicable law, once Notes are tendered in the Offer, they may not be validly withdrawn.
This Offer is subject to certain conditions, which are described in the Offer to Purchase. The Offer is not subject to any financing condition.
Questions regarding the Offer may be directed to BMC Group, Inc. the Information Agent/Tender Agent for the Offer, at (212) 310-5922 or [email protected]. Copies of the Offer to Purchase and Letter of Transmittal may also be obtained from the Information Agent/Tender Agent for the Offer.
Forward-Looking Statements
Certain statements contained in this release are "forward-looking statements" and are prospective. These statements may be identified by their use of forward-looking terminology such as the words "expects," "projects," "believes," "anticipates," "intends" or other similar words. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations.
BMC Group, Inc. (212) 310-5922
SOURCE HoldCo CDO Opportunities Fund Limited
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