Anima extends cash tender offer for up to €30 million of 1.75% notes

By Sarah Lizee

Olympia, Wash., June 1 – Anima Holding SpA reopened its cash tender offer for up to €30 million of its €300 million 1.75% notes due 2026 (ISIN: XS2069040389).

The deadline to participate was extended to 11 a.m. ET on June 5 from 11 a.m. ET on May 29.

Settlement is now expected for June 10.

The company also announced that the reopening purchase price will be equal to the minimum purchase price, which is 90% of the nominal amount of the relevant notes. Therefore, the purchase price will no longer be determined under a modified Dutch auction procedure.

Noteholders will no longer be able to submit competitive tender instructions but may submit non-competitive tender instructions in order to participate in the offer.

Any holder who has submitted, prior to the original expiration deadline, a valid competitive tender instruction specifying an offer price above the minimum purchase price may revoke that instruction in order to subsequently submit a reopening tender instruction by the reopened expiration deadline.

By the original expiration deadline, €16,022,000 of the notes had been tendered under the offer at minimum purchase price of 90%.

No action is required from holders who validly submitted either a non-competitive tender instruction or a competitive tender instruction specifying an offer price below or equal to the minimum purchase price prior to the original expiration deadline.

The company said the purpose of the offer is to proactively manage its outstanding debt profile and to provide liquidity to current holders of the notes.

Notes purchased under the offer are expected to be canceled and will not be reissued or resold.

Under the original offer, the purchase price was to be determined under a modified Dutch auction procedure.

The purchase price was not to be less than 90% and represented the lowest price that would enable the company to purchase an aggregate nominal amount of the notes which equals the acceptance amount, and would either be the minimum purchase price or an increment of 0.1% above the minimum purchase price.

The purchase price will apply to all notes that are accepted for purchase, irrespective of the offer price specified in the relevant tender instruction.

The company will also pay accrued interest up to but excluding the settlement date.

Tender instructions could be submitted prior to the expiration deadline in the form of either a non-competitive tender instruction or a competitive tender instruction.

A non-competitive tender instruction does not specify an offer price or specifies an offer price lower than or equal to the minimum purchase price.

Each non-competitive tender instruction was deemed to have specified the minimum purchase price.

The company said it would accept all non-competitive tender instructions if it accepts any competitive tender instructions.

A competitive tender instruction specifies an offer price that is higher than the minimum purchase price, that the relevant noteholder would be willing to accept as the purchase price and the nominal amount of the notes that the relevant noteholder tendered at that offer price.

All validly submitted non-competitive tender instructions would be accepted first, all validly submitted competitive tender instructions that specified offer prices lower than the purchase price would be accepted second, and all validly submitted competitive tender instructions that specified offer prices equal to the purchase price would be accepted third.

Tendered notes may be subject to pro rata scaling.

Notes offered for purchase at an offer price higher than the purchase price would not be accepted for purchase.

Tender instructions are irrevocable except in limited circumstances.

Tender instructions must be submitted in minimum amounts of no less than €100,000, and may be submitted in integral multiples of €1,000 onwards.

The dealer managers are Merrill Lynch International (+44 20 7996 5420, DG.LM-EMEA@bofa.com) and Banca Akros Spa – Gruppo Banco BPM (+39 02 4344 5203, dcm@bancaakros.it), and the tender agent is Lucid Issuer Services Ltd. (+39 02 4344 5203, dcm@bancaakros.it).

Anima Holding provides asset management services and is based in Milan.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.