Golden Legacy Pte. Ltd. Announces the Results of its Senior Notes Tender Offer
JAKARTA, Indonesia, May 31, 2016 /PRNewswire/ –Singapore-based Golden Legacy Pte. Ltd. (the “Issuer”), a wholly-owned subsidiary of PT Sri Rejeki Isman Tbk (“Sritex”) (IDX:SRIL), hereby announces the results of the Issuer’s offer to holders (the “Holders”) of its outstanding US$270,000,000 9.00% senior notes due 2019 (the “Notes”) to tender Notes for purchase for cash (the “Offer”). Golden Legacy Pte. Ltd. manufactures textile products. The Company serves customers in Singapore.
The Offer is further detailed in the Offer to Purchase (the “Offer to Purchase”) dated May 23, 2016, the related Letter of Transmittal and the Notice of Guaranteed Delivery (collectively, the “Offer Documents”). Defined terms and phrases as used in this press release shall have the same meanings as defined in the Offer to Purchase.
The Offer commenced on May 23, 2016. The Expiration Time passed at 9:00 a.m. New York City time on May 31, 2016.
The Issuer announces the results of the Tender Offer as follows:
Holders of an aggregate principal amount of US$180,236,000 of the Notes (including Notes tendered pursuant to the guaranteed delivery procedures) submitted valid tenders at the Total Consideration of US$1,052.50 per US$1,000 in principal amount of Notes.
Subject to completion of the Financing Condition (as defined below), the Issuer is expected to accept all valid tenders of the Notes.
The Offer is conditional upon the arranging of the sale of new notes (the “New Notes”) on satisfactory terms, generating net proceeds in an amount at least equal to the greater of (i) US$150 million and (ii) an amount that is sufficient to effect the repurchase of Notes validly tendered and accepted for purchase pursuant to the Offer, including the payment of any premiums, Accrued Interest and costs and expenses incurred in connection therewith (the “Financing Condition”).
Settlement of the Offer is expected to take place on or about June 7, 2016 (the “Settlement Date”) in accordance with the provisions of the Offer to Purchase.
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Information Relating to the Offer
Citigroup Global Markets Singapore Pte. Ltd. and The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch are acting as the Dealer Managers for the Offer. Investors with questions may contact Citigroup Global Markets Singapore Pte. Ltd. at +852 2501 2552 or (800) 558 3745 and The Hongkong and Shanghai Banking Corporation, Singapore Branch at +852 2822 4100, +1 (888) HSBC-4LM or +44 207 992 6237. D.F. King & Co., Inc. is the Information Agent and Tender Agent and can be contacted at the following numbers: banks and brokers can call (212) 269-5550 (collect), and all others can call (877) 478-5046 (toll free).
This press release is neither an offer to sell nor a solicitation of offers to buy any securities. The Offer is being made only pursuant to the Offer Documents. The Offer is not being made to Holders in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. None of the Issuer, Sritex, the Dealer Managers, the Information Agent and Tender Agent or the trustee for the Notes makes any recommendation in connection with the Offer. Please refer to the Offer Documents for a description of offer terms, conditions, disclaimers and other information applicable to the Offer.
Nothing in this press release constitutes an offer to buy, or a solicitation of an offer to sell, securities in the United States or any other jurisdiction in which such offer or solicitation would be unlawful. Securities may not be offered or sold in the United States or to, or for the account or benefit of U.S. persons absent registration pursuant to the U.S. Securities Act of 1933, as amended (the “Securities Act”), or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of an offering memorandum that will contain detailed information about Sritex and its management, as well as financial statements.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements are subject to known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. You should understand that these statements are not guarantees of performance or results and are preliminary in nature. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “may increase,” “may result,” “will result,” “may fluctuate” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts.
All forward-looking statements are expressly qualified in their entirety by this cautionary statement, and you should not place reliance on any forward-looking statement contained in this document. Sritex and its affiliates undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.
This press release does not constitute a public offering in Indonesia under Law Number 8 of 1995 regarding Capital Market and its implementing regulations (the “Indonesian Capital Market Law”). Any securities may not be offered within the territory of the Republic of Indonesia or to Indonesian citizens using mass media (which includes newspapers, magazines, film, television, radio and other electronic media, letter and brochures as well as any printed matter) or offered to more than 100 Indonesian parties and/or sold to more than 50 Indonesian parties or Indonesian residents, wherever they are domiciled, whether in or outside Indonesia within a certain time, in a manner which constitutes a public offering under the Indonesian Capital Market Law.
Senior Notes Tender Offer Results from Golden Legacy of Jakarta