PT Sri Rejeki Isman Tbk Announces Settlement of Cash Tender Offer for its 9.00% Senior Notes due 2019
By PRN NewsWire
By PRN NewsWire
JAKARTA, Indonesia, June 7, 2016 /PRNewswire/ — PT Sri Rejeki Isman Tbk (“Sritex”) (IDX:SRIL) announced today the settlement of the previously announced cash tender offer (the “Tender Offer”) by its wholly-owned subsidiary, Golden Legacy Pte. Ltd. (the “Issuer”), with respect to the Issuer’s outstanding 9.00% senior notes due 2019 (the “Old Notes”). The Tender Offer expired at 9:00 a.m., New York City time, on May 31, 2016. Valid tenders were received with respect to approximately US$180.7 million of the US$270 million aggregate principal amount of Old Notes outstanding (including Old Notes tendered pursuant to the guaranteed delivery procedures).
The Issuer has accepted for payment all Old Notes validly tendered (and not validly withdrawn). On June 7, 2016, such tendering holders received the total consideration for the Tender Offer in the amount of US$1,052.50 for each US$1,000 principal amount of Old Notes tendered, plus accrued and unpaid interest from the last interest payment date to, but excluding, June 7, 2016. Any Old Notes outstanding following the consummation of the Tender Offer will remain outstanding under the indenture pursuant to which the Old Notes were issued.
The Tender Offer was conditional upon arranging of the sale of 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 sufficient to effect the repurchase of Old Notes validly tendered and accepted for purchase pursuant to the Tender Offer, including the payment of any premiums, accrued interest and costs and expenses incurred in connection therewith (the “Financing Condition”). The Financing Condition was satisfied through the issue and sale by the Issuer of US$350 million in aggregate principal amount of 8.25% senior notes due 2021 (the “New Notes”), which were also delivered today.
Citigroup Global Markets Singapore Pte. Ltd. and The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch acted as the dealer managers for the Tender Offer. D.F. King & Co., Inc. acted as the information agent and tender agent for the Tender Offer.
This press release shall not constitute an offer to purchase or the solicitation of an offer to sell the Old Notes or the New Notes. The Tender Offer was conducted in accordance with the terms of and subject to the conditions specified in the Offer to Purchase, dated May 23, 2016, and the related Letter of Transmittal, which more fully set forth the terms and conditions of the Tender Offer.
Sritex is one of the largest vertically integrated textile manufacturers in Southeast Asia. It produces a variety of midstream and downstream products, including yarn, greige (or raw fabric), finished fabric and apparel, including uniforms and retail clothing. Sritex sells its products domestically in Indonesia and internationally in over 50 countries. Its customers include some of the world’s largest downstream textile manufacturers including in India and China, as well as major global retailers and corporations. For more information, please visit Sritex’s website at www.sritex.co.id. Information on Sritex’s website is not incorporated by reference into, and does not form a part of, this press release.
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 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. 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.
CONTACT:D.F. King & Co., Inc., 212-269-5550
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PT Sri Rejeki Isman Tbk.