Controladora Mabe, S.A. de C.V. Announces Final Results of Tender Offer for up to US$350,000,000 of its Outstanding 7.875% Senior Notes Due October 28, 2019
MEXICO CITY, Nov. 1, 2018 /PRNewswire/ -- CONTROLADORA MABE, S.A. DE C.V. (the "Company") announced today the final results of the previously announced offer to purchase (the "Tender Offer") up to US$350,000,000 aggregate principal amount (the "Tender Cap") of its outstanding 7.875% Senior Notes due October 28, 2019 (CUSIP/ISIN Nos. 21240BAA9/ US21240BAA98 and P3100SAA2/ USP3100SAA26) (the "Notes"). The Tender Offer expired on October 31, 2018 at 12:00 midnight, New York City time (the "Expiration Time"). The Company further announced that as of the Expiration Time, the Company had received tenders (not validly withdrawn) from the holders of approximately US$315,001,000, or 65.50% of the total outstanding principal amount of the Notes, including US$314,340,000, or approximately 65.37%, of the total outstanding principal amount of the Notes that were tendered and not validly withdrawn as of 8:00 a.m., New York City time on October 18, 2018 (the "Early Tender Deadline").
The Company has accepted for purchase all Notes validly tendered and not validly withdrawn pursuant to the Offer to Purchase, dated October 3, 2018 (as amended or supplemented from time to time, the "Offer to Purchase"). As previously announced, holders of Notes who validly tendered and did not validly withdraw their Notes at or prior to the Early Tender Deadline received on October 23, 2018 (the "Early Payment Date"), an amount equal to US$1,046.80 for every US$1,000 principal amount of the Notes validly tendered at or before the Early Tender Deadline and accepted in the Tender Offer, which consisted of an amount equal to US$1,016.80 (the "Tender Offer Consideration") plus an amount equal to US$30 for each US$1,000 principal amount of Notes, plus accrued and unpaid interest from the last interest payment date for the Notes to, but not including, the Early Payment Date.
Holders of Notes who validly tendered their Notes after the Early Tender Deadline but at or prior to the Expiration Time will receive only the Tender Offer Consideration of US$1,016.80 per US$1,000 principal amount of Notes validly tendered and not withdrawn, plus accrued and unpaid interest from the last interest payment date for the Notes to, but not including, the purchase date therefor.
Payment for all Notes validly tendered after the Early Tender Deadline and at or prior to the Expiration Time will be made promptly after the Expiration Time, and is expected to be made on November 5, 2018.
The Company's obligations to accept any Notes validly tendered and not withdrawn and to pay the consideration for them are set forth solely in the Offer to Purchase. The Tender Offer is made only by, and pursuant to the terms of, the Offer to Purchase, and the information in this announcement is qualified by reference to the Offer to Purchase.
Citigroup Global Markets Inc. is the dealer manager for the Tender Offer. Global Bondholder Services Corporation has been appointed as the depositary and information agent for the Tender Offer.
Persons with questions regarding the Tender Offer should contact Citigroup Global Markets Inc. at (212) 723-6106 (collect) or (800) 558-3745 (toll-free).
Holders who would like additional copies of the Offer to Purchase may call the information agent, Global Bondholder Service Corporation, toll-free at (866)-470-4200. (Banks and brokers may call collect at (212) 430-3774.)
This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of tenders with respect to any Notes or other securities. The Tender Offer is being made solely pursuant to the Offer to Purchase, copies of which were delivered to holders of the Notes, and which set forth the complete terms and conditions of the Tender Offer.
The Tender Offer does not constitute, and may not be used in connection with, an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not permitted by law or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation.
In any jurisdiction in which the Tender Offer is required to be made by a licensed broker or dealer and in which the dealer manager, or any affiliates thereof, are so licensed, the Tender Offer will be deemed to have been made by such dealer manager, or such affiliates, on behalf of the Company.
Forward-Looking Statements
This release may contain forward-looking statements. These statements relate to our future prospects, developments and business strategies and are identified by our use of terms and phrases such as "anticipate," "believe," "could," "would," "will," "estimate," "expect," "intend," "may," "plan," "predict," "project," "goals," "target," "strategy" and similar terms and phrases, and may include references to assumptions. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. We caution you that forward-looking statements are not guarantees of future performance and are based on numerous assumptions and that our actual results of operations, including our financial condition and liquidity and the development of the Mexican home appliance industry, may differ materially from (and be more negative than) those made in, or suggested by, any forward-looking statements contained in this release. In addition, even if our results of operations, including our financial condition and liquidity and the development of the industry in which we operate, are consistent with the forward-looking statements contained in this release, those results or developments may not be indicative of results or developments in subsequent periods. These forward-looking statements speak only as of the date of this release and we undertake no obligation to update or revise any forward-looking statement, whether as a result of new information or future events or developments. More detailed information about these and other factors is set forth in the Offer to Purchase.
Controladora Mabe, S.A. de C.V.
Av. Paseo de las Palmas 100, 3rd Floor,
Col. Lomas de Chapultepec
11000 Ciudad de México
México
SOURCE Controladora Mabe, S.A. de C.V.
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