INDIANAPOLIS, May 28, 2015 /PRNewswire/ -- Eli Lilly and
Company (NYSE: LLY) announced today that pursuant to its previously
announced cash tender offer for up to $1.6
billion aggregate principal amount (the "tender cap") of
specified series of its outstanding debt, approximately
$1.45 billion in aggregate principal
amount of the notes listed in the table below were validly tendered
and not validly withdrawn on or prior to 5:00 p.m., New York
City time, on May 27, 2015,
the early tender date for the offer.
The table below sets forth the aggregate principal amount of
each series of notes subject to the tender offer that were validly
tendered and not validly withdrawn on or prior to the early tender
date.
Title of
Security
|
|
CUSIP
No
|
|
Acceptance
Priority
Level
|
|
Principal
Amount
Outstanding
|
|
Principal
Amount
Tendered
|
|
Approximate
Percentage of
Outstanding
Amount
Tendered
|
|
Anticipated
Principal
Amount to be
Accepted
|
5.55% Notes due
2037
|
|
532457 BA5
|
|
1
|
|
$ 800,000,000
|
|
$ 270,313,000
|
|
33.79%
|
|
$ 270,313,000
|
4.650% Notes due
2044
|
|
532457 BG2
|
|
2
|
|
$ 400,000,000
|
|
$ 311,573,000
|
|
77.89%
|
|
$ 311,573,000
|
5.950% Notes due
2037
|
|
532457 BC1
|
|
3
|
|
$ 400,000,000
|
|
$ 103,866,000
|
|
25.97%
|
|
$ 103,866,000
|
5.50% Notes due
2027
|
|
532457 AZ1
|
|
4
|
|
$ 700,000,000
|
|
$ 253,887,000
|
|
36.27%
|
|
$ 253,887,000
|
6.77% Notes due
2036
|
|
532457 AP3
|
|
5
|
|
$ 286,000,000
|
|
$ 91,040,000
|
|
31.83%
|
|
$ 91,040,000
|
7.125% Notes due
2025
|
|
532457 AM0
|
|
6
|
|
$ 301,370,000
|
|
$ 48,770,000
|
|
16.18%
|
|
$ 48,770,000
|
5.20% Notes due
2017
|
|
532457 BB3
|
|
7
|
|
$ 1,000,000,000
|
|
$ 370,030,000
|
|
37.00%
|
|
$ 370,030,000
|
Subject to the terms and conditions of the tender offer, Lilly
expects it will accept for purchase all of the notes validly
tendered and not validly withdrawn on or prior to the early tender
date. The settlement date for the notes accepted by Lilly in
connection with the early tender date currently is expected to be
on June 5, 2015.
Lilly expects to determine the pricing terms of the tender offer
at 11:30 a.m., New York City time, on May 28, 2015. The tender offer is scheduled to
expire at 11:59 p.m., New York City time, on June 10, 2015, unless extended or earlier
terminated.
Holders of notes subject to the tender offer who validly
tendered and did not validly withdraw their notes on or prior to
the early tender date are eligible to receive the total
consideration, which includes an early tender premium of
$30 per $1,000 principal amount of notes tendered by such
holders and accepted for purchase by Lilly. Accrued interest up to,
but not including, the settlement date will be paid in cash on all
validly tendered notes accepted and purchased by Lilly in the
tender offer.
In accordance with the terms of the tender offer, the withdrawal
date was 5:00 p.m., New York City time, on May 27, 2015. As a result, tendered notes may no
longer be withdrawn, except in certain limited circumstances where
additional withdrawal rights are required by law.
The tender offer is being conducted upon the terms and subject
to the conditions set forth in the Offer to Purchase, dated
May 12, 2015, and the related Letter
of Transmittal.
Lilly has retained Deutsche Bank Securities Inc., J.P. Morgan
Securities LLC and Credit Suisse Securities (USA) LLC to serve as lead dealer managers for
the tender offer and has retained D.F.
King & Co., Inc. to serve as tender agent and
information agent for the tender offer.
Requests for documents relating to the tender offer may be
directed to D.F. King & Co.,
Inc. by telephone at (877) 297-1747, by email at LLY@dfking.com or
in writing at 48 Wall Street, 22nd Floor, New York, New York 10005. Questions regarding
the tender offer may be directed to Deutsche Bank Securities Inc.
at (866) 627-0391 or to J.P. Morgan Securities LLC at (866)
834-4666.
This press release is not a tender offer to purchase or a
solicitation of acceptance of a tender offer, which may be made
only pursuant to the terms of the Offer to Purchase. In any
jurisdiction where the laws require the tender offer to be made by
a licensed broker or dealer, the tender offer will be deemed made
on behalf of Lilly by the dealer managers, or one or more
registered brokers or dealers under the laws of such
jurisdiction. In addition, this press release is not an offer
to sell or the solicitation of an offer to buy any
securities. No offer, solicitation, purchase or sale will be
made in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. Any such securities will
be offered only by means of a prospectus, including a prospectus
supplement relating to such securities, meeting the requirements of
Section 10 of the Securities Act of 1933, as amended.
About Eli Lilly and Company
Lilly is a global
healthcare leader that unites caring with discovery to make life
better for people around the world. We were founded more than a
century ago by a man committed to creating high-quality medicines
that meet real needs, and today we remain true to that mission in
all our work. Across the globe, Lilly employees work to discover
and bring life-changing medicines to those who need them, improve
the understanding and management of disease, and give back to
communities through philanthropy and volunteerism. To learn more
about Lilly, please visit us at www.lilly.com and
newsroom.lilly.com/social-channels. (F-LLY)
This press release contains management's current intentions and
expectations for the future, all of which are forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933 and Section 21E of the Securities Exchange Act of 1934. The
words "estimate," "project," "intend," "expect," "believe,"
"target," and similar expressions are intended to identify
forward-looking statements, including but not limited to statements
about the terms and conditions of, and the completion of, the
tender offer. These forward-looking statements are subject to a
number of risks and uncertainties, many of which are beyond the
control of Lilly, that may cause its actual results to differ
materially from those indicated in its forward-looking
statements. For a further discussion of these risks and
uncertainties, please see Lilly's latest Form 10-K and Form 10-Q
filed with the Securities and Exchange Commission. You should not
place undue reliance on forward-looking statements, which speak
only as of the date of this release. Except as is required by law,
Lilly expressly disclaims any obligation to publicly release any
revisions to forward-looking statements to reflect events after the
date of this release.
Refer
to:
|
Lauren Zierke;
lauren_zierke@lilly.com; (317) 277-6524 (Media)
|
|
Philip Johnson;
johnson_philip_l@lilly.com; (317) 655-6874 (Investors)
|
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SOURCE Eli Lilly and Company