30 Sep 2014 13:15
ENTERPRISE INNS PLC
ANNOUNCES INDICATIVE FINAL ACCEPTANCE AMOUNTFOR CASH TENDER OFFER
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
30 September 2014. Enterprise Inns plc (the Offeror) announces today the indicative Final Acceptance Amount for its invitation (such invitation the Offer) to holders of its outstanding £600,000,000 6.50 per cent. Secured Bonds due 2018 (£250,000,000 of which were issued on 6 March 2003 and a further £350,000,000 of which were issued on 28 October 2003 consolidated to form a single series with the original issue) (the Bonds) to tender their Bonds for purchase by the Offeror for cash.
The Offer was announced on 22 September 2014 and was made on the terms and subject to the conditions contained in the tender offer memorandum dated 22 September 2014 (the Tender Offer Memorandum) prepared by the Offeror in connection with the Offer, and is subject to the offer and distribution restrictions set out below and as more fully described in the Tender Offer Memorandum. Capitalised terms used but not otherwise defined in this announcement shall have the meaning given to them in the Tender Offer Memorandum.
The Expiration Deadline for the Offer was 4.00 p.m. (London time) on 29 September 2014.
Indicative Final Acceptance Amount
The purchase of any Bonds by the Offeror pursuant to the Offer is subject to, without limitation, the successful completion (in the determination of the Offeror) of the issue of the New Bonds (the New Financing Condition).
In the event that the Offeror decides to accept valid tenders of Bonds pursuant to the Offer, the Offeror now announces that it expects to set the Final Acceptance Amount at £249,521,000 and, accordingly, the Offeror expects to accept for purchase all valid tenders of Bonds in full, with no pro rata scaling. Bondholders should note that this is a non-binding indication of the level at which the Offeror expects to set the Final Acceptance Amount.
Announcement of Final Results for the Offer
As soon as reasonably practicable after the pricing of the New Bonds, the Offeror will announce whether it will accept valid tenders of Bonds pursuant to the Offer and, if so accepted, the Final Acceptance Amount and details of any pro rata scaling.
Deutsche Bank AG, London Branch and The Royal Bank of Scotland plc are acting as Dealer Managers for the Offer and Deutsche Bank AG, London Branch is acting as Tender Agent.
THE DEALER MANAGERS
Deutsche Bank AG, London Branch Winchester House 1 Great Winchester Street London EC2N 2DB
Telephone: +44 20 7545 8011 Attention: Liability Management Group Email:liability.management@db.com | The Royal Bank of Scotland plc 135 Bishopsgate London EC2M 3UR
Telephone: + 44 20 7085 5991 Attention: Liability Management Group Email:liabilitymanagement@rbs.com |
THE TENDER AGENT
Deutsche Bank AG, London Branch
Winchester House
1 Great Winchester Street
London EC2N 2DB
Telephone: +44 20 7547 5000
Fax: +44 20 7547 5001
Attention: Trust and Agency Services
Email: xchange.offer@db.com
DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire any securities is being made pursuant to this announcement. The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession this announcement and/or the Tender Offer Memorandum comes are required by each of the Offeror, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.
The New Bonds are not being, and will not be, offered or sold in the United States. Nothing in this announcement constitutes an offer to sell or the solicitation of an offer to buy the New Bonds in the United States or any other jurisdiction. Securities may not be offered, sold or delivered in the United States absent registration under, or an exemption from the registration requirements of, the United States Securities Act of 1933, as amended (the Securities Act). The New Bonds have not been, and will not be, registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States and may not be offered, sold or delivered, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. Persons. No action has been or will be taken in any jurisdiction in relation to the New Bonds to permit a public offering of securities.