ATLANTA, Nov. 25, 2014 /PRNewswire/ -- DS Services of America, Inc. ("DS Services") announced today that it has extended the expiration date for its previously announced solicitation (the "Consent Solicitation") of consents (the "Consents") to certain proposed amendments (the "Proposed Amendments") to the indenture (the "Indenture") governing its outstanding 10.000% Second-Priority Senior Secured Notes due 2021 (the "Notes").
The Consent Solicitation will now expire at 5:00 p.m. New York City time on Monday, December 1, 2014 (as extended, the "Expiration Time").
Holders of the Notes who have previously delivered Consents do not need to redeliver such Consents or take any other action in response to this announcement.
DS Services also announced certain amendments (the "New Proposed Amendments") to the consent solicitation statement, dated November 13, 2014, as amended by Amendment No. 1 to the Consent Solicitation Statement, dated November 25, 2014 (the "Consent Solicitation Statement"), and the accompanying consent letter, dated November 13, 2014, previously distributed to eligible holders of the Notes. The New Proposed Amendments, among other things, (a) increase the amount of the Consent Payment (as defined in the Consent Solicitation Statement) from $10.00 per $1,000 principal amount of Notes to $55.00 per $1,000 principal amount of Notes and (b) amend certain provisions of the amended Indenture attached as Annex A to the Form of Supplemental Indenture attached as Annex A-1 to the Consent Solicitation Statement.
Pursuant to the Proposed Amendments and the New Proposed Amendments, the Company upon, or after, the Supplemental Indenture becoming operative, may, at its option, place a restricted notes legend on either the Notes of holders who deliver Consents or on all of the Notes and as a result the CUSIP on some or all of the Notes may change reflecting such restriction.
The summary descriptions of the Consent Solicitation, the Consent Solicitation Statement, the Proposed Amendments and the New Proposed Amendments contained herein are qualified in their entirety by reference to the complete amended terms and conditions of the Consent Solicitation Statement. Except as described herein, all other terms, provisions and conditions of the Consent Solicitation remain unchanged. The Consent Solicitation is being made solely to qualified institutional buyers, as described in the Consent Solicitation Statement. Terms used herein and not otherwise defined herein have the meaning ascribed thereto in the Consent Solicitation Statement.
Copies of the Consent Solicitation Statement and other related documents may be obtained from D.F. King & Co., Inc. by calling toll free in the U.S. at (866) 796-6869, or for banks and brokers at (212) 269-5550, or by email at [email protected]. Holders of the Notes are urged to review the Consent Solicitation Statement for the detailed terms of the Consent Solicitation and the procedures for consenting to the Proposed Amendments and the New Proposed Amendments. Barclays is acting as Solicitation Agent. Any persons with questions regarding the Consent Solicitations should contact Barclays toll free in the U.S. at (800) 438-3242 or collect at (212) 528-7581.
This announcement is for information purposes only and is neither an offer to sell nor a solicitation of an offer to buy any security. No recommendation is being made as to whether holders of Notes should consent to the Proposed Amendments and the New Proposed Amendments. The solicitation of consents is not being made in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such solicitation under applicable state or foreign securities or "blue sky" laws.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934 and applicable Canadian securities laws, including statements regarding the success of the Consent Solicitation, and other information and statements that are not historical fact. Forward-looking statements involve inherent risks and uncertainties and DS Services cautions you that a number of important factors could cause actual results to differ materially from those contained in any such forward-looking statement. The forward-looking statements are based on assumptions regarding management's current plans and estimates. Management believes these assumptions to be reasonable but there is no assurance that they will prove to be accurate. DS Services undertakes no obligation to update these statements as a result of new information or future events, except as required by law.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. DS Services does not, except as expressly required by applicable law, undertake to update or revise any of these statements in light of new information or future events.
About DS Services of America, Inc.
DS Services of America, Inc. is a national direct-to-consumer provider of bottled water, office coffee and water filtration services. DS Services offers a comprehensive portfolio of beverage products, equipment and supplies to approximately 1.5 million customers through its network of over 200 sales and distribution facilities and daily operation of over 2,100 routes. With one of the broadest distribution networks in the country, DS Services can provide service to approximately 90 percent of U.S. households and efficiently services homes and national, regional and local offices. DS Services is dedicated to achieving its mission of becoming America's favorite water, coffee and tea service provider where consumers live, work and play. Please visit our website www.water.com for more information about DS Services.
About Cott Corporation
Cott Corporation ("Cott") is one of the world's largest producers of beverages on behalf of retailers, brand owners and distributors. Cott produces multiple types of beverages in a variety of packaging formats and sizes, including carbonated soft drinks, 100% shelf stable juice and juice-based products, clear, still and sparkling flavored waters, energy drinks and shots, sports drinks, new age beverages, ready-to-drink teas, beverage concentrates, liquid enhancers, freezables and ready-to-drink alcoholic beverages, as well as hot chocolate, coffee, malt drinks, creamers/whiteners and cereals. Cott's large manufacturing footprint, substantial research and development capability and high-level of quality and customer service enables Cott to offer its customers a strong value-added proposition of low cost, high quality products. With over 4,000 employees, Cott operates manufacturing facilities in the United States, Canada, the United Kingdom and Mexico. Cott also develops and manufactures beverage concentrates which it exports to approximately 50 countries around the world.
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SOURCE DS Services of America, Inc.