IRVING, Texas, March 23, 2017 /PRNewswire/ -- Neovia Logistics, LP ("Neovia") today announced the final settlement of the previously announced private offer (the "Tender and Exchange Offer") by its direct parent, Neovia Logistics Intermediate Holdings, LP (the "Issuer"), and Neovia Logistics Intermediate Finance Corporation (the "Co-Issuer," together with the Issuer, the "Issuers") to certain eligible noteholders ("Eligible Holders") of their 10.00%/10.75% Senior PIK Toggle Notes due 2018 (CUSIP Nos 64066FAA1 and U64058AA5) (the "Existing Notes"), upon the terms and subject to the conditions set forth in the Confidential Tender and Exchange Offer Statement and Consent Solicitation Statement (as amended and supplemented by the supplement, dated January 12, 2017, the press releases dated February 7, 2017, February 14, 2017, February 22, 2017, March 1, 2017 and March 8, 2017, and the supplement dated March 9, 2017, the "Tender and Exchange Offer Statement"), to exchange Existing Notes validly tendered for a combination of newly-issued 10.00%/10.75% (with adjustable step-up) Senior PIK Toggle Notes due 2020 (the "Exchange Notes") and cash, as described in the Tender and Exchange Offer Statement.
According to information provided by D.F. King & Co., Inc., the exchange agent and information agent for the Tender and Exchange Offer and Consent Solicitation (as defined below), as of midnight, New York City time, at the end of March 22, 2017 (the "Expiration Date"), the Issuers had received tenders and consents from holders of $123,238,498 in aggregate principal amount of the Existing Notes, representing approximately 99.7% of the total outstanding principal amount of the Existing Notes, excluding $414,300 aggregate principal amount of Existing Notes that have been repurchased by the Issuers but not cancelled. This amount includes $121,661,042 in aggregate principal amount of the Existing Notes tendered on or prior to 5:00 p.m., New York City time, on March 15, 2017 (the "Early Participation Date") and accepted for exchange on March 16, 2017 (the "Early Settlement Date").
The Issuers previously waived the condition requiring the valid tender of at least 100% of the principal amount of Existing Notes outstanding as of March 9, 2017.
The Issuers issued an aggregate of $77,601,233 principal amount of Exchange Notes and paid an aggregate of $46,781,333.87 in cash for Existing Notes validly tendered on or prior to the Expiration Date and accepted for exchange, including $76,604,684 principal amount of Exchange Notes issued and an aggregate of $46,182,531.56 in cash paid on the Early Settlement Date.
As previously announced, the Issuers received consents (the "Consent Solicitation") sufficient to approve the proposed amendments to the indenture governing the Existing Notes, and the Issuers and the trustee for the Existing Notes entered into a supplemental indenture containing such proposed amendments. Such amendments are operative with respect to the Existing Notes that remain outstanding.
Cautionary Note Regarding Forward-Looking Statements
Certain information included in this press release contains statements that are forward-looking. The words "believe," "may," "will," "aim," "estimate," "continue," "anticipate," "intend," "plan," "expect," "should" and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short term and long-term business operations and objectives, and financial needs. Factors that could cause such differences in future results include, but are not limited to, the risks described in the Tender and Exchange Offer and Consent Solicitation Statement related to the Tender and Exchange Offer and Consent Solicitation.
Neovia is a global non-asset based provider of service parts logistics, offering customized solutions to assist our clients in designing, managing and optimizing their supply chains. Neovia provides fully integrated supply chain solutions to approximately 55 large and mid-sized clients, primarily in the automotive and industrial service parts industries. Through these services, and its proprietary advanced information systems, it is able to provide our clients with tailored solutions that improve efficiency, reliability and control throughout their supply chains. Service parts logistics addresses the need for replacement aftermarket parts for automobiles, industrial machinery, infrastructure, plants and equipment. Specifically, once finished goods are produced by an original equipment manufacturer, service parts logistics helps dealers, intermediaries and end-customers acquire parts for immediate use or to replenish inventory levels.
Greg Artkop, Neovia Logistics, LP
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