Actuant (NYSE:ATU)
Historical Stock Chart
2 Years : From May 2011 to May 2013
Actuant Corporation (NYSE:ATU) announced today that it has commenced an
offer to purchase for cash any and all of the $250 million outstanding
principal amount of its 6.875% Senior Notes due 2017. In conjunction
with the tender offer, Actuant is soliciting consents to effect certain
proposed amendments to the indenture governing the notes. The tender
offer and consent solicitation are being made pursuant to an Offer to
Purchase and Consent Solicitation Statement, dated April 2, 2012, and a
related Consent and Letter of Transmittal, which set forth the terms and
conditions of the offer and consent solicitation in full detail.
The total consideration to be paid for each $1,000 principal amount of
the notes tendered, and not validly withdrawn, will be $1,042.16. The
total consideration includes a consent payment of $30.00 per $1,000
principal amount, which is payable only to holders who tender their
notes and validly deliver their consents prior to the expiration of the
consent solicitation. Holders who tender their notes after the
expiration of the consent solicitation, but on or prior to the tender
expiration, will receive the tender offer consideration of $1,012.16,
which is the total consideration minus the consent payment. The consent
solicitation will expire at 5:00 p.m., New York City time, on April 13,
2012, unless terminated or extended. The tender offer will expire at
12:00 midnight, New York City time, on April 27, 2012, unless terminated
or extended. Tendering holders will also receive accrued and unpaid
interest from the last applicable interest payment date to, but not
including, the applicable payment date with respect to the tendered
notes. Tendered notes may not be withdrawn and consents may not be
revoked after 5:00 p.m., New York City time, on April 13, 2012.
The proposed amendments to the indenture governing the notes would,
among other things, eliminate a significant portion of the restrictive
covenants in the indenture and eliminate certain events of default.
Adoption of the proposed amendments to the indenture requires the
consent of the holders of at least a majority of the aggregate
outstanding principal amount of the notes. Holders who tender their
notes will be required to consent to the proposed amendments and holders
may not deliver consents to the proposed amendments without tendering
their notes in the tender offer. The proposed amendments to the
indenture will not become operative, however, until a majority in
aggregate outstanding principal amount of the notes whose holders have
delivered consents to the proposed amendments have been accepted for
payment.
The tender offer and consent solicitation are subject to the
satisfaction or waiver of certain conditions, including (i) the Minimum
Tender Condition, which requires that notes representing not less than a
majority in aggregate principal amount of notes outstanding be validly
tendered and not validly withdrawn; (ii) the Financing Condition, which
requires the consummation of the offer and sale of newly issued senior
notes of Actuant, in the principal amount of at least $250,000,000; and
(iii) the Supplemental Indenture Condition, which requires that the
supplemental indenture implementing the proposed amendments must have
been executed. Wells Fargo Securities, BofA Merrill Lynch and J.P.
Morgan are acting as dealer managers and solicitation agents for the
tender offer and the consent solicitation. The tender agent and
information agent for the tender offer is D.F. King & Co. Questions
regarding the tender offer and consent solicitation may be directed to
Wells Fargo Securities, Liability Management Group, at (866) 309-6316
(toll free) or (704) 715-8341 (collect); BofA Merrill Lynch, Liability
Management, at (888) 292-0070 (toll-free) or (980) 387-3907 (collect);
or J.P. Morgan, Liability Management Group, at (866) 834-4666
(toll-free) or (212) 834-3424 (collect). Requests for copies of the
Offer to Purchase and Consent Solicitation Statement or other tender
offer materials may be directed to D.F. King & Co., at (800) 549-6746
(toll free) or (212) 269-5550 (for banks and brokers).
This press release is for informational purposes only and is neither an
offer to purchase nor a solicitation of an offer to sell the notes. This
press release also is not a solicitation of consents to the proposed
amendments to the indenture. The tender offer and consent solicitation
are being made solely by means of the tender offer and consent
solicitation documents, including the Offer to Purchase and Consent
Solicitation Statement, dated April 2, 2012, and the related Consent and
Letter of Transmittal that Actuant is distributing to holders of notes.
The tender offer and consent solicitation are not being made to holders
of notes 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.
About Actuant Corporation
Actuant Corporation is a diversified industrial company with operations
in more than 30 countries. The Actuant businesses are leaders in a broad
array of niche markets including branded hydraulic and electrical tools
and supplies; specialized products and services for energy markets and
highly engineered position and motion control systems. The Company was
founded in 1910 and is headquartered in Menomonee Falls, Wisconsin.
Actuant trades on the NYSE under the symbol ATU. For further information
on Actuant and its businesses, visit the Company's website at www.actuant.com.
Safe Harbor
Certain of the above comments represent forward-looking statements made
pursuant to the provisions of the Private Securities Litigation Reform
Act of 1995. Management cautions that these statements are based on
current estimates of future performance and are highly dependent upon a
variety of factors, which could cause actual results to differ from
these estimates. Actuant’s results are also subject to general economic
conditions, variation in demand from customers, the impact of
geopolitical activity on the economy, continued market acceptance of the
Company’s new product introductions, the successful integration of
acquisitions, restructuring, operating margin risk due to competitive
pricing and operating efficiencies, supply chain risk, material and
labor cost increases, foreign currency fluctuations and interest rate
risk. See the Company’s Form 10-K filed with the Securities and Exchange
Commission for further information regarding risk factors. Actuant
disclaims any obligation to publicly update or revise any
forward-looking statements as a result of new information, future events
or any other reason.
