Cooper-Standard begins cash tender offer for PIK toggle, 8½% notes

By Marisa Wong

Madison, Wis., March 21 - Cooper-Standard Holdings Inc. said it began a cash tender offer for its $200 million outstanding senior PIK toggle notes due 2018 and its subsidiary, Cooper Standard Automotive Inc., began a cash tender offer for its $450 million outstanding 8½% senior notes due 2018.

In connection with the tender offers for any and all of the outstanding notes, Cooper-Standard Holdings and Cooper Standard Automotive are soliciting consents from holders of their respective notes to eliminate most of the restrictive covenants and some events of default contained in the indenture governing the applicable notes.

In each case, holders may not tender their notes without delivering their consents to the proposed amendments and vice versa.

The early tender deadline for the offers is 5 p.m. ET on April 3, and the offers will expire at midnight ET on April 18.

Notes tendered may be withdrawn at any time at or before 5 p.m. ET on April 3.

Each issuer may extend the early tender deadline for their respective series of notes without extending the related withdrawal deadline.

Holders who tender their notes by the early tender deadline will be eligible to receive the total consideration, which includes an early tender payment of $5.00 per $1,000 principal amount of notes. The total consideration is $1,024.50 for the PIK toggle notes and $1,047.85 for the 8½% notes.

Holders tendering after the early deadline but at or before the expiration time will be eligible to receive only the tender offer consideration, namely the to total consideration less the early tender payment.

In addition, holders whose PIK toggle notes are purchased will receive interest accrued from April 1 to, but not including, the applicable payment date, and holders whose 8½% notes are purchased will receive accrued interest from Nov. 1 to, but not including, the applicable payment date.

The tender offers are subject to a financing condition.

Deutsche Bank Securities Inc. (866 627-0391 or 212 250-2955) is the dealer manager. D.F. King & Co., Inc. (800 290-6426) is the tender agent and information agent.

Cooper Standard is a global supplier of systems and components for the automotive industry and is based in Novi, Mich.

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