Last checked at 4 Oct 2010 07:00
NOTICE OF TENDER OFFER RESULTS
TOMKINS LIMITED £150,000,000 8 per cent. Notes due 2011, ISIN XS0140478321 guaranteed by Tomkins Finance Limited (the "2011 Notes")
and
TOMKINS FINANCE LIMITED £250,000,000 6.125 per cent. Notes due 2015, ISIN XS0176337599 guaranteed by Tomkins Limited (the "2015 Notes" and together with the 2011 Notes, the "Notes")
On 13 September 2010, Pinafore, LLC invited holders of the Notes to tender their Notes for cash. On 27 September 2010, the tenderor for the Notes was amended to Tomkins Limited (in respect of the 2011 Notes) and Tomkins Finance Limited (in respect of the 2015 Notes).
The offer (the "Tender Offer") was made on the terms and subject to the conditions contained in the tender offer memorandum dated 13 September 2010 (the "Tender Offer Memorandum"). Capitalised terms used in this announcement have the meanings ascribed to them in the Tender Offer Memorandum. The Tender Offer expired at 5.00 p.m. (Central European time) on 1 October 2010.
Tomkins Limited is pleased to announce that it has accepted for purchase a principal amount of 2011 Notes equal to £40,906,000. The Purchase Price for the 2011 Notes was set at 105.787 per cent. of the principal amount of 2011 Notes tendered prior to 5.00 p.m. (CET) on 24 September 2010 and 103.787 per cent. of the principal amount of 2011 Notes tendered after 5.00 (CET) on 24 September 2010.. All 2011 Notes tendered have been accepted in full by Tomkins Limited and will be cancelled. Accrued but unpaid interest for the 2011 Notes will be £63.56 per £1,000 in principal amount of the 2011 Notes.
Tomkins Finance Limited is pleased to announce that it has accepted for purchase a principal amount of 2015 Notes equal to £109,292,000. The Purchase Price for the 2015 Notes was set at 100.50 per cent. of the principal amount of 2015 Notes tendered prior to 5.00 p.m. (CET) on 24 September 2010 and 100.00 per cent. of the principal amount of 2015 Notes tendered after 5.00 p.m. (CET on 24 September 2010. All 2015 Notes tendered have been accepted in full by Tomkins Finance Limited and will be cancelled. Accrued but unpaid interest for the 2015 Notes will be £3.36 per £1,000 in principal amount of the 2015 Notes.
The Purchase Price together with accrued but unpaid interest for the period from and including the preceding interest payment date for the Notes to (but excluding) 6 October 2010 (the "Settlement Date") will be paid to Noteholders whose Notes have been accepted for purchase by Tomkins Limited or Tomkins Finance Limited, as the case may be, on the Settlement Date.
Following the Settlement Date, the outstanding principal amount of the 2011 Notes will be £109,094,000, and the outstanding principal amount of the 2015 Notes will be £140,708,000.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO PURCHASE ANY SECURITIES OR A SOLICITATION OF AN OFFER TO SELL ANY SECURITIES.
For further questions, please contact the Dealer Managers at Citigroup Global Markets Limited on tel: +44 20 7986 8969, e-mail: liabilitymanagement.europe@citi.com and attention: Liability Management Group, or Merrill Lynch International on tel: +44 20 7995 3715/2324, e-mail: john.m.cavanagh@baml.com/tommaso.gros-pietro@baml.com and attention: John Cavanagh/Tommaso Gros-Pietro, or the Tender Agent at Lucid Issuer Services Limited on tel: +44 20 7704 0880, fax: +44 20 7067 9098, e-mail: tomkins@lucid-is.com and attention: Lee Pellicci.
This notice is given by:
Tomkins Limited and Tomkins Finance Limited
1 October 2010