TORONTO, April 17, 2013 /CNW/ - Livingston International Inc. ("Livingston") announced today, April 17, 2013, the expiration of its previously announced tender offer for its $135,000,000 principal amount of 10.125% Senior Unsecured Notes due 2015 (the "Notes"). The terms and conditions of the tender offer are set forth in the Offer to Purchase and Consent Solicitation Statement dated March 5, 2013 and the related Consent and Letter of Transmittal (collectively, the "Offer Documents").
The tender offer expired at 5:00 p.m. (Toronto time), today (the "Expiration Time").
As previously announced, as of 5:00 p.m. (Toronto time) on March 19, 2013 (the "Early Participation Time"), approximately 97.5% of the aggregate principal amount of the outstanding Notes had been validly tendered and not withdrawn. Subsequent to the Early Participation Time, according to information provided by the depositary for the tender offer, an additional $1.585 million principal amount of the Notes were validly tendered and not withdrawn in the tender offer prior to the Expiration Time. As a result, approximately, $133.2 million or 98.7% of the aggregate principal amount of the outstanding Notes have been validly tendered as of the Expiration Time.
The obligation of Livingston to accept for payment and purchase the Notes validly tendered in the tender offer remains conditioned on, among other things, the satisfaction or waiver of the General Conditions (as defined in the Offer Documents) and the consummation by Livingston of new credit facilities in a principal amount and on terms and conditions satisfactory to Livingston, in its sole discretion, as described in more detail in the Offer Documents.
If any of the tender offer conditions are not satisfied or waived, Livingston will not be obligated to accept for payment any Notes tendered pursuant to the tender offer or may terminate the tender offer. Livingston currently expects the new credit facilities to be completed, and to accept for payment and pay for all Notes validly tendered prior to the Expiration Time, on April 18, 2013.
RBC Dominion Securities Inc. and Morgan Stanley & Co. LLC are acting as dealer managers for the tender offer. Questions about the tender offer may be directed to RBC Dominion Securities Inc. at 1-877-381-2099 or 1-416-842-6311 and to Morgan Stanley & Co. LLC at 1-800-624-1808 or 1-212-761-1057. Requests for documentation should be directed to Georgeson Shareholder Communications Canada Inc., the information agent for the tender offer, at 1-866-656-4104 or by e-mail to firstname.lastname@example.org. Questions regarding procedures for tendering Notes should be directed to Computershare Investor Services Inc., the depositary for the tender offer, at 1-800-564-6253 or by e-mail to email@example.com.
This release is neither an offer to purchase nor a solicitation to sell any Notes. The tender offer is being made solely pursuant to the Offer Documents. The tender offer is not being made to holders of Notes in any jurisdiction in which the tender offer would not be in compliance with the laws of such jurisdiction. None of Livingston, the dealer managers and solicitation agents, the depositary or the information agent is making any recommendation regarding the tender offer.
This release contains "forward-looking information" within the meaning of applicable securities legislation. Forward-looking information includes, but is not limited to, statements regarding the expected timing of acceptance for purchase and payment for tendered Notes, and can generally be identified by the use of forward-looking words like as "believe", "could", "expect", "intend", "may", "plan", "will" and similar expressions. Such statements are based on the opinions and expectations of management of Livingston as of the date hereof. Livingston does not undertake to update any forward-looking information, except as may be required by applicable securities laws.
North America's number one company focused on customs brokerage and trade compliance, Livingston International also offers consulting and global trade management services as well as international freight forwarding across North America and around the globe. Headquartered in Toronto, Ontario, Livingston employs approximately 3,200 staff at over 125 key border points, sea ports, airports and other strategic locations across North America as well as in Europe and Asia.
SOURCE Livingston International Inc.