PHOENIX, June 20, 2016 /PRNewswire/ -- Republic
Services, Inc. ("Republic") (NYSE: RSG) today announced that,
pursuant to its previously announced cash tender offers to purchase
up to $500 million combined aggregate
principal amount of the Notes identified in the table below
(collectively, the "Notes"), approximately $575 million in aggregate principal amount of
Notes were validly tendered and not validly withdrawn at or prior
to 5:00 p.m. ET on June 17, 2016 (the "Early Tender Time").
Tendered Notes may not be withdrawn after the Early Tender Time.
Republic also announced that it is increasing the Tender Cap from
$500 million to $600 million (as
increased, the "Tender Cap"). The terms and conditions of the
tender offers are described in the Offer to Purchase, dated
June 6, 2016 (the "Offer to
Purchase"), and the related Letter of Transmittal and remain
unchanged except for the increase in the Tender Cap.
The following table sets forth certain information regarding the
Notes and the tender offers, including the aggregate principal
amount of each series of Notes that were validly tendered and not
validly withdrawn at or prior to the Early Tender Time:
Title of
Security
|
CUSIP
|
Issuer
|
Acceptance
Priority Level
|
Principal
Amount
Outstanding
|
Principal
Amount
Tendered
|
6.200% Notes due
March 1, 2040
|
760759AJ9 and 760759AK6
|
Republic Services,
Inc.
|
1
|
$650,000,000
|
$249,468,000
|
|
|
|
|
|
|
5.700% Notes due May
15, 2041
|
760759AN0
|
Republic Services,
Inc.
|
2
|
$600,000,000
|
$214,330,000
|
|
|
|
|
|
|
7.400% Debentures
due September 15, 2035
|
115885AK1
|
Browning-Ferris
Industries, LLC
|
3
|
$165,200,000
|
$17,215,000
|
|
|
|
|
|
|
6.086% Notes due
March 15, 2035
|
760759AF7
|
Republic Services,
Inc.
|
4
|
$275,674,000
|
$93,782,000
|
Depending on the amounts of Notes tendered at the Expiration
Time (as defined below), Republic may not purchase Notes with
Acceptance Priority Levels 2, 3 or 4. The amounts of each series of
Notes that are ultimately purchased in the tender offers will be
determined in accordance with the Tender Cap, the Acceptance
Priority Levels and the proration procedures described in the Offer
to Purchase, as amended hereby. As a result, a holder who validly
tenders Notes pursuant to the tender offers may have all or a
portion of its Notes returned to it, and the amount of Notes
returned will depend on the overall level of participation of
holders in the tender offers.
Holders of the Notes subject to the tender offers who validly
tendered and did not validly withdraw their Notes at or prior to
the Early Tender Time and whose Notes are accepted for purchase
will receive the applicable Total Consideration, which includes an
Early Tender Payment as described in the Offer to Purchase, as
amended hereby. Holders of Notes who validly tender their Notes
after the Early Tender Time but at or prior to 11:59 p.m. ET on July 1,
2016 (the "Expiration Time"), and whose Notes are accepted
for purchase will receive the applicable Tender Offer
Consideration, which is equal to the applicable Total Consideration
minus the Early Tender Payment. Republic expects to issue a press
release on June 20, 2016, to announce
the Total Consideration payable in connection with the tender
offers, which will be determined at 2:00
p.m. ET on June 20, 2016.
Holders whose Notes are accepted for purchase pursuant to the
tender offers will also receive accrued and unpaid interest on
their purchased Notes from the last interest payment date for such
Notes to, but not including, the Settlement Date. Subject to the
terms and conditions of the tender offers, the Settlement Date will
follow promptly after the Expiration Time and currently is expected
to be July 5, 2016.
The tender offers may be amended, extended, terminated or
withdrawn in whole or with respect to one or more series of Notes.
The tender offers are not conditioned upon any minimum amount of
Notes being tendered but are subject to the satisfaction or waiver
of certain conditions, including Republic obtaining available funds
through a debt financing to pay for all Notes accepted for purchase
in the tender offers on terms and conditions acceptable to
Republic, in its sole discretion.
Republic has retained Barclays Capital, BofA Merrill Lynch and
J.P. Morgan to serve as the Dealer Managers for the tender offers.
Barclays Capital may be contacted at (800) 438-3242 (toll free) or
(212) 528-7581 (collect), BofA Merrill Lynch may be contacted at
(888) 292-0070 (toll free) or (980) 387-3907 (collect) and J.P.
Morgan may be contacted at (866) 834-4666 (toll free) or (212)
834-3424 (collect). Republic has also retained Global Bondholder
Services Company as Tender Agent and Information Agent.
This press release is not an offer to purchase or a solicitation
of offers to sell any securities, which may be made only pursuant
to the terms of the Offer to Purchase and the Letter of
Transmittal. The tender offers do not constitute an offer to
purchase Notes in any jurisdiction in which, or to or from any
person to or from whom, it is unlawful to make such offer or
solicitation under applicable securities or blue sky laws. None of
Republic, the Tender Agent, the Information Agent, any of the
Dealer Managers or the trustee for the applicable series of Notes
is making any recommendation as to whether holders should tender
Notes in the tender offers.
About Republic Services:
Republic Services, Inc. (NYSE: RSG) is an industry leader in
U.S. recycling and non-hazardous solid waste. Through its
subsidiaries, Republic's collection companies, recycling centers,
transfer stations and landfills focus on providing effective
solutions to make proper waste disposal effortless for their
commercial, industrial, municipal, residential and oilfield
customers. We'll handle it from
here.TM, the brand's tagline, lets
customers know they can count on Republic to provide a superior
experience while fostering a sustainable Blue
PlanetTM for future generations to enjoy a cleaner,
safer and healthier world.
Information Regarding Forward Looking Statements:
The disclosures in this press release include "forward looking
statements" within the meaning of the federal securities laws
concerning the proposed tender offers. The terms of, and Republic's
ability to complete, such transactions will depend upon prevailing
market conditions and other factors. The forward-looking statements
are subject to these and other risks and uncertainties that could
cause actual results to differ materially from future results
expressed or implied by such forward-looking statements.
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SOURCE Republic Services, Inc.