Jack Cooper Announces Expiration and Results of its Tender Offer and Consent Solicitation for 12.75% Senior Secured Notes Due 2015
KANSAS CITY, Mo., July 1, 2013 /PRNewswire/ -- Jack Cooper Holdings Corp. ("JCHC") announced today the final results of the previously announced tender offer and consent solicitation by JCHC for its outstanding 12.75% Senior Secured Notes due 2015 (the "Notes"). The tender offer and consent solicitation expired at 11:59 p.m., New York City time on June 28, 2013 (the "Expiration Time"). The terms of the tender offer and the consent solicitation are detailed in JCHC's offer to purchase and consent solicitation statement (the "Statement") and related letter of transmittal, each dated as of June 3, 2013.
On June 18, 2013 (the "Early Payment Date"), JCHC accepted for purchase $136,709,000 aggregate principal amount of the outstanding Notes that were validly tendered and not withdrawn prior to 5:00 p.m., New York City time on June 14, 2013 (the "Consent Payment Deadline"). JCHC accepted for purchase, and made payment for, all such Notes on the Early Payment Date. No additional Notes were tendered after the Consent Payment Dealing but before the Expiration Time. The Notes tendered represent approximately 86.80% of the aggregate principal amount of Notes outstanding prior to the launch of the tender offer and consent solicitation.
As part of the tender offer and consent solicitation, JCHC solicited consents from the holders of the Notes for certain proposed amendments that would (i) eliminate most of the restrictive covenants and certain events of default contained in the indenture governing the Notes and (ii) release all liens of the collateral agent of the collateral securing the Notes (the "Proposed Amendments"). Adoption of the Proposed Amendments required consents from holders of at least 66-2/3% in aggregate principal amount outstanding of the Notes. The Company received the requisite consents to the Proposed Amendments by the Consent Payment Deadline. Based on the consents received, JCHC, the guarantors of the Notes, the trustee and the collateral agent entered into a supplemental indenture on June 18, 2013 that (i) eliminated most of the restrictive covenants and certain events of default contained in the indenture governing the Notes and (ii) released all liens of the collateral agent over the collateral securing the Notes.
On June 18, 2013, JCHC delivered notice that it had called for the redemption of all the Notes that remained outstanding following the Early Payment Date, at a price equal to 106.375% of the principal amount of the Notes, together with any accrued and unpaid interest thereon and Additional Interest (if any, as defined in the indenture governing the Notes). Payment for the redemption of the remaining Notes is expected to be made on July 18, 2013.
This press release does not constitute an offer to sell any Notes, an offer to purchase any Notes or a solicitation of consents. Any offer to purchase the Notes or solicitation of consents will be made by means of an offer to purchase and consent solicitation statement and related letter of transmittal. No offer, solicitation or purchase will be made in any jurisdiction in which such an offer, solicitation or purchase would be unlawful. Noteholders and investors should read carefully the Statement and the related letter of transmittal, because they contain important information, including the various terms of and conditions to the tender offer and the consent solicitation. None of JCHC, the dealer manager and the solicitation agent, the tender agent, the information agent or their respective affiliates is making any recommendation as to whether or not holders should tender all or any portion of their Notes in the tender offer or deliver their consents in the consent solicitation.
JCHC engaged Wells Fargo Securities, LLC to act as dealer manager and solicitation agent and D.F. King & Co., Inc. to act as depositary and information agent for the Tender Offer and Consent Solicitation. Persons with questions regarding the Tender Offer or Consent Solicitation should contact Wells Fargo Securities, LLC at (704) 410-4760 or (866) 309-6316 (toll-free). Requests for documents may be directed to D.F. King & Co., Inc. at (212) 269-5550 or (800) 829-6551 (toll-free).
JCHC and its subsidiaries is a logistic provider and the largest trucking based car-hauler in the U.S. specializing in the transportation of new automobiles and light trucks. JCHC provides automotive transportation and logistics services to original equipment manufacturers, automotive auction companies and logistics brokers of cars and light trucks in the U.S. and Canada. For more information, access JCHC's website at http://www.jackcooper.com.
This press release contains forward-looking statements. Such statements include, but are not limited to, statements regarding our expectations, hopes, intentions or strategies regarding the future. These statements relate to, among other things, our future financial and operating results. In many cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential" or "continue" or the negative of these terms and other comparable terminology. Such statements include, but are not limited to, statements regarding our expectations, hopes, intentions or strategies regarding the future. These statements relate to, among other things, our future financial and operating results. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. JCHC believes that the expectations reflected in these forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this press release should not be unduly relied upon. These statements speak only as of the date of this press release. Other than as required by applicable laws, JCHC does not intend, and does not assume any obligation, to update these forward-looking statements.
SOURCE Jack Cooper Holdings Corp.