Owens-Illinois, Inc. Commences Cash Tender Offer for any and all of its Outstanding 7.80% Senior Debentures due 2018
(Thomson Reuters ONE) -
FOR IMMEDIATE RELEASE
Owens-Illinois, Inc. Commences Cash Tender Offer for any and all
of its Outstanding 7.80% Senior Debentures due 2018
PERRYSBURG, Ohio (March 8, 2017) - Owens-Illinois, Inc. (NYSE: OI) (the
"Company") announced today the commencement of an offer to purchase for cash any
and all of its outstanding 7.80% Senior Debentures due 2018 (the "Debentures").
As of March 8, 2017, there was $250.0 million aggregate principal amount of
Debentures outstanding. The tender offer is being made pursuant to an Offer to
Purchase dated March 8, 2017 (as may be amended or supplemented from time to
time, the "Offer to Purchase") and the related Letter of Transmittal and Notice
of Guaranteed Delivery (as may be amended or supplemented from time to time, and
together with the Offer to Purchase, the "Offer Documents"). The tender offer
will expire at 5:00 p.m., New York City time, on March 14, 2017, unless earlier
terminated or extended by the Company in its sole discretion (as may be
extended, the "Expiration Time"). Tendered Debentures may be withdrawn at any
time before the Expiration Time.
Holders of Debentures that are validly tendered and accepted at or prior to the
Expiration Time, or who deliver to the tender agent a properly completed and
duly executed Notice of Guaranteed Delivery and subsequently deliver such
Debentures, each in accordance with the instructions described in the Offer
Documents, will receive total cash consideration of $1,071.83 per $1,000
principal amount of Debentures, plus any accrued and unpaid interest to, but not
including, the settlement date, which is expected to occur as soon as
practicable and is expected to be March 15, 2017. Holders who validly tender
their Debentures pursuant to the guaranteed delivery procedures described in the
Offer Documents must deliver their Debentures no later than the close of
business on the second business day following the Expiration Time. For the
avoidance of doubt, interest will cease to accrue on the settlement date for all
Debentures accepted in the Offer. We expect the payment for Debentures
delivered under the guaranteed delivery procedures to occur on March 17, 2017.
Debentures purchased pursuant to the tender offer will be cancelled.
The tender offer is subject to the satisfaction or waiver of certain conditions
set forth in the Offer to Purchase. The tender offer is not conditioned on any
minimum amount of Debentures being tendered. The Company may amend, extend or
terminate the tender offer, in its sole discretion.
The terms and conditions of the tender offer are described in the Offer
Documents. Credit Agricole CIB is serving as the dealer manager for the tender
offer. Questions regarding the tender offer may be directed to Credit Agricole
CIB, at +1 (866) 807-6030 (U.S. toll-free) and (212) 261-7802 (collect). Copies
of the Offer Documents may be obtained from the Information Agent for the tender
offer, Global Bondholder Services Corporation at (866) 470-3900 (U.S. toll-free)
and (212) 430-3774 (collect), via email at contact(at)gbsc-usa.com
(mailto:contact(at)gbsc-usa.com), or via the following web address:
http://www.gbsc-usa.com/Owens-Illinois/
None of the Company, its board of directors, its officers, the dealer manager,
the tender agent, the information agent or the trustee with respect to the
Debentures, or any of their respective affiliates, makes any recommendation that
holders tender or refrain from tendering all or any portion of the principal
amount of their Debentures, and no one has been authorized by any of them to
make such a recommendation. Holders must make their own decision as to whether
to tender their Debentures and, if so, the principal amount of Debentures to
tender. The tender offer is being made only by the Offer Documents.
None of the Offer Documents have been filed with or reviewed by any federal or
state securities commission or regulatory authority of any country, nor has any
such commission or authority passed upon the accuracy or adequacy of the Offer
Documents. Any representation to the contrary is unlawful and may be a criminal
offense.
This press release is neither an offer to purchase nor a solicitation of an
offer to sell any Debentures in the tender offer. The tender offer is not being
made to holders of Debentures in any jurisdiction in which the making or
acceptance thereof would not be in compliance with the securities, blue sky or
other laws of such jurisdiction. In any jurisdiction in which the tender offer
is required to be made by a licensed broker or dealer, the tender offer will be
deemed to be made on behalf of the Company by the dealer manager or one or more
registered brokers or dealers that are licensed under the laws of such
jurisdiction.
Forward-Looking Statements
This news release contains "forward-looking" statements within the meaning of
Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange
Act") and Section 27A of the Securities Act of 1933. Forward-looking statements
reflect the Company's current expectations and projections about future events
at the time, and thus involve uncertainty and risk. The words "believe,"
"expect," "anticipate," "will," "could," "would," "should," "may," "plan,"
"estimate," "intend," "predict," "potential," "continue," and the negatives of
these words and other similar expressions generally identify forward-looking
statements. It is possible the Company's future financial performance may differ
from expectations due to a variety of factors including, but not limited to the
following: (1) the Company's ability to integrate the Vitro Business in a timely
and cost effective manner, and to realize expected growth opportunities, cost
savings and synergies from the Vitro Acquisition, (2) foreign currency
fluctuations relative to the U.S. dollar, (3) changes in capital availability or
cost, including interest rate fluctuations and the ability of the Company to
refinance debt at favorable terms, (4) the general political, economic and
competitive conditions in markets and countries where the Company has
operations, including uncertainties related to economic and social conditions,
disruptions in capital markets, disruptions in the supply chain, competitive
pricing pressures, inflation or deflation, and changes in tax rates and laws,
(5) the Company's ability to generate sufficient future cash flows to ensure the
Company's goodwill is not impaired, (6) consumer preferences for alternative
forms of packaging, (7) cost and availability of raw materials, labor, energy
and transportation, (8) the Company's ability to manage its cost structure,
including its success in implementing restructuring plans and achieving cost
savings, (9) consolidation among competitors and customers, (10) the Company's
ability to acquire businesses and expand plants, integrate operations of
acquired businesses and achieve expected synergies, (11) unanticipated
expenditures with respect to environmental, safety and health laws, (12) the
Company's ability to further develop its sales, marketing and product
development capabilities, (13) the Company's ability to prevent and detect
cybersecurity threats against its information technology systems, (14) the
Company's ability to accurately estimate its total asbestos-related liability or
to control the timing and occurrence of events relates to asbestos-related
claims, (15) changes in U.S. trade policies, (16) the Company's ability to
achieve its strategic plan, and the other risk factors associated with the
business described in the Company's annual report on Form 10-K for the year
ended December 31, 2016 and any subsequently filed Quarterly Report on Form 10-
Q. It is not possible to foresee or identify all such factors. Any forward-
looking statements in this document are based on certain assumptions and
analyses made by the Company in light of its experience and perception of
historical trends, current conditions, expected future developments, and other
factors it believes are appropriate in the circumstances. Forward-looking
statements are not a guarantee of future performance and actual results or
developments may differ materially from expectations. While the Company
continually reviews trends and uncertainties affecting the Company's results of
operations and financial condition, the Company does not assume any obligation
to update or supplement any particular forward-looking statements contained in
this news release.
SOURCE: Owens-Illinois, Inc.
For further information, please contact:
Sasha Sekpeh
O-I Investor Relations
(567) 336-5128
alexandra.sekpeh(at)o-i.com
Owens-Illinois, Inc. Commences Cash Tender Offer :
http://hugin.info/150659/R/2086176/787069.pdf
O-I Logo:
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This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Owens-Illinois, Inc. via GlobeNewswire
Unternehmensinformation / Kurzprofil:
Datum: 08.03.2017 - 14:30 Uhr
Sprache: Deutsch
News-ID 529012
Anzahl Zeichen: 10266
contact information:
Town:
Perrysburg, OH
Kategorie:
Business News
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