BRITISH VIRGIN ISLANDS, British Overseas Territory,
Jan. 17, 2017 /PRNewswire/ -- The
Central America Bottling Corporation ("CBC" or the "Company") today
announced that it has commenced a cash tender offer (the "Tender
Offer") for any and all of its outstanding 6.750% senior guaranteed
notes due 2022 (the "Notes").
The Tender Offer is scheduled to expire at 8:00 a.m., New York
City time, January 25, 2017,
unless extended or earlier terminated (such time, as may be
extended, the "Expiration Time"). Holders who validly tender the
Notes prior to the Expiration Time will be eligible to receive
$1,036.55 for each $1,000 principal amount of Notes, plus any
accrued and unpaid interest up to, but not including, the
Settlement Date (as defined below).
Tendered Notes may be withdrawn at any time prior to the
Expiration Time. Subject to certain market and other conditions,
including the Financing Condition (as defined in the Offer to
Purchase), the Company expects to accept for purchase the business
day following the Expiration Time all of the Notes (the date of
such acceptance, the "Acceptance Date"). Settlement of the Tender
Offer is expected to occur within three business days following the
Acceptance Date (the "Settlement Date").
The Company intends to redeem any Notes outstanding following
the consummation of the Tender Offer that are not purchased
pursuant to the Tender Offer.
The Tender Offer is being made in connection with a concurrent
offering of senior notes (the "New Notes") by the Company (the "New
Offering"). The New Offering will be exempt from the
registration requirements of the U.S. Securities Act of 1933, as
amended. Tendering Holders who wish to tender their Notes for
cash and also subscribe for the New Notes should quote an
allocation identifier code ("Allocation Identifier Code") obtained
by contacting the Dealer Managers, in their ATOP, Electronic
Acceptance Instruction (each term as defined in the Offer to
Purchase) or Letter of Transmittal. The Company will review
tender instructions received on or prior to the Expiration Time and
may give priority to those investors tendering with Allocation
Identifier Codes in connection with the allocation of New
Notes. However, no assurances can be given that any Holder
that tenders Notes will be given an allocation of New Notes at the
levels it may subscribe for, or at all.
The Tender Offer is not conditioned upon the tender of any
minimum principal amount of Notes. The Company has the right, in
its sole discretion, to amend or terminate the Tender Offer at any
time.
The complete terms and conditions of the Tender Offer are
described in the Offer to Purchase dated as of January 17, 2017, the related Letter of
Transmittal and the Notice of Guaranteed Delivery, copies of which
may be obtained from Global Bondholder Services Corporation, the
tender and information agent for the Tender Offer, at
http://www.gbsc-usa.com/CBC/ or by telephone at (212) 430-3774
(collect) or at (866) 924-2200 (toll-free).
The Company has retained Citigroup Global Markets Inc. and J.P.
Morgan Securities LLC to serve as the dealer managers for the
Tender Offer. Questions regarding the tender offer may be directed
to Citigroup Global Markets Inc. at Attn: Liability Management
Group, (800) 558-3745 (toll-free), (212) 723-6106 (collect),
ny.liabilitymanagement@citi.com, and J.P. Morgan Securities LLC at
Attn: Latin America Debt Capital Markets, (866) 846-2874
(toll-free), (212) 834-7279 (collect).
None of the Company, the dealer managers or the tender and
information agent make any recommendations as to whether holders
should tender their Notes pursuant to the Tender Offer, and no one
has been authorized by any of them to make such recommendations.
Holders must make their own decisions as to whether to tender
their Notes, and, if so, the principal amount of Notes to
tender.
This press release is for informational purposes only and is not
an offer to purchase or a solicitation of an offer to purchase or
sell the Notes, the New Notes or any other securities, nor shall
there be any purchase of our Notes in any state or jurisdiction in
which such offer, solicitation or purchase would be unlawful prior
to the registration or qualification under the securities laws of
any such jurisdiction. The tender offer is being made solely
pursuant to the Offer to Purchase dated as of January 17, 2017, the related Letter of
Transmittal and the Notice of Guaranteed Delivery, which set forth
the complete terms of the Tender Offer. Any offers of the New
Notes will be made only by means of a private offering
memorandum.
The ISIN and CUSIP for the Notes are as follows:
Rule 144A: ISIN No. US15238XAA72; CUSIP No. 15238XAA7
Regulation S: ISIN No. USG20011AA39; CUSIP No. G20011AA3
Forward Looking Statements
This press release contains
forward-looking statements. Actual results may differ materially
from those reflected in the forward-looking statements. We
undertake no obligation to release publicly the result of any
revisions to these forward-looking statements which may be made to
reflect events or circumstances after the date hereof, including,
without limitation, changes in our business or acquisition strategy
or planned capital expenditures, or to reflect the occurrence of
unanticipated events.
About The Central America Bottling Corporation
The
Central American Bottling Corporation produces, distributes and
markets beverage products that include brands owned by PepsiCo and
Ambev, and its proprietary brands, including its wellness brand
LivSmart.
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SOURCE The Central America Bottling Corporation