BRITISH VIRGIN ISLANDS, British Overseas Territory, Jan. 17, 2017 /PRNewswire/ -- The Central America Bottling Corporation ("CBC" or the "Company") today announced that it has commenced a cash tender offer (the "Tender Offer") for any and all of its outstanding 6.750% senior guaranteed notes due 2022 (the "Notes").
The Tender Offer is scheduled to expire at 8:00 a.m., New York City time, January 25, 2017, unless extended or earlier terminated (such time, as may be extended, the "Expiration Time"). Holders who validly tender the Notes prior to the Expiration Time will be eligible to receive $1,036.55 for each $1,000 principal amount of Notes, plus any accrued and unpaid interest up to, but not including, the Settlement Date (as defined below).
Tendered Notes may be withdrawn at any time prior to the Expiration Time. Subject to certain market and other conditions, including the Financing Condition (as defined in the Offer to Purchase), the Company expects to accept for purchase the business day following the Expiration Time all of the Notes (the date of such acceptance, the "Acceptance Date"). Settlement of the Tender Offer is expected to occur within three business days following the Acceptance Date (the "Settlement Date").
The Company intends to redeem any Notes outstanding following the consummation of the Tender Offer that are not purchased pursuant to the Tender Offer.
The Tender Offer is being made in connection with a concurrent offering of senior notes (the "New Notes") by the Company (the "New Offering"). The New Offering will be exempt from the registration requirements of the U.S. Securities Act of 1933, as amended. Tendering Holders who wish to tender their Notes for cash and also subscribe for the New Notes should quote an allocation identifier code ("Allocation Identifier Code") obtained by contacting the Dealer Managers, in their ATOP, Electronic Acceptance Instruction (each term as defined in the Offer to Purchase) or Letter of Transmittal. The Company will review tender instructions received on or prior to the Expiration Time and may give priority to those investors tendering with Allocation Identifier Codes in connection with the allocation of New Notes. However, no assurances can be given that any Holder that tenders Notes will be given an allocation of New Notes at the levels it may subscribe for, or at all.
The Tender Offer is not conditioned upon the tender of any minimum principal amount of Notes. The Company has the right, in its sole discretion, to amend or terminate the Tender Offer at any time.
The complete terms and conditions of the Tender Offer are described in the Offer to Purchase dated as of January 17, 2017, the related Letter of Transmittal and the Notice of Guaranteed Delivery, copies of which may be obtained from Global Bondholder Services Corporation, the tender and information agent for the Tender Offer, at http://www.gbsc-usa.com/CBC/ or by telephone at (212) 430-3774 (collect) or at (866) 924-2200 (toll-free).
The Company has retained Citigroup Global Markets Inc. and J.P. Morgan Securities LLC to serve as the dealer managers for the Tender Offer. Questions regarding the tender offer may be directed to Citigroup Global Markets Inc. at Attn: Liability Management Group, (800) 558-3745 (toll-free), (212) 723-6106 (collect), email@example.com, and J.P. Morgan Securities LLC at Attn: Latin America Debt Capital Markets, (866) 846-2874 (toll-free), (212) 834-7279 (collect).
None of the Company, the dealer managers or the tender and information agent make any recommendations as to whether holders should tender their Notes pursuant to the Tender Offer, and no one has been authorized by any of them to make such recommendations. Holders must make their own decisions as to whether to tender their Notes, and, if so, the principal amount of Notes to tender.
This press release is for informational purposes only and is not an offer to purchase or a solicitation of an offer to purchase or sell the Notes, the New Notes or any other securities, nor shall there be any purchase of our Notes in any state or jurisdiction in which such offer, solicitation or purchase would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. The tender offer is being made solely pursuant to the Offer to Purchase dated as of January 17, 2017, the related Letter of Transmittal and the Notice of Guaranteed Delivery, which set forth the complete terms of the Tender Offer. Any offers of the New Notes will be made only by means of a private offering memorandum.
The ISIN and CUSIP for the Notes are as follows:
Rule 144A: ISIN No. US15238XAA72; CUSIP No. 15238XAA7
Regulation S: ISIN No. USG20011AA39; CUSIP No. G20011AA3
Forward Looking Statements
This press release contains forward-looking statements. Actual results may differ materially from those reflected in the forward-looking statements. We undertake no obligation to release publicly the result of any revisions to these forward-looking statements which may be made to reflect events or circumstances after the date hereof, including, without limitation, changes in our business or acquisition strategy or planned capital expenditures, or to reflect the occurrence of unanticipated events.
About The Central America Bottling Corporation
The Central American Bottling Corporation produces, distributes and markets beverage products that include brands owned by PepsiCo and Ambev, and its proprietary brands, including its wellness brand LivSmart.
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SOURCE The Central America Bottling Corporation