PT Gajah Tunggal Tbk. Commences a Capped Cash Tender Offer for its $250,000,000 8.375% Senior Secured Notes Due 2022
June 09, 2021 at 09:56 am IST
Share
PT Gajah Tunggal Tbk. announced that it has commenced a tender offer to purchase for cash its outstanding USD 250,000,000 8.375% Senior Secured Notes due 2022 guaranteed by its subsidiaries, for an aggregate purchase price of up to the Tender Cap. The Tender Offer is being made pursuant to an Offer to Purchase dated June 9, 2021. The Tender Offer is made available to holders of Notes who are, or are acting for the account or benefit of, non-U.S. persons that are outside of the United States with a beneficial interest in the Notes on the terms and subject to the conditions set forth in the Offer to Purchase. The Tender Offer will expire at 5:00 p.m. Central European time on June 18, 2021, unless extended or earlier terminated as described in the Offer to Purchase. Eligible Holders who validly tender their Notes prior to the Expiration Time in accordance with the instructions described in the Offer to Purchase prior to the Expiration Time will receive, in cash, for Notes validly tendered and accepted for purchase by the Company, USD 1,020.9375 per USD 1,000 principal amount of the Notes (the Purchase Price), plus accrued and unpaid interest to, but not including, the settlement date, which is expected to be on or around June 24, 2021 (the Settlement Date). The Company will accept for purchase such aggregate principal amount of Notes as the Company may determine in its sole and absolute discretion, which is expected to be determined and announced by the Company on or around June 18, 2021 (the aggregate purchase consideration for such aggregate principal amount of Notes determined by the Company to be accepted for purchase, the Tender Cap). The Company expects to announce a Tender Cap which will not exceed the net proceeds received by the Company from the issue of the New Notes (as defined below). Tender instructions delivered in accordance with the terms of the Offer to Purchase will be irrevocable. The Company expects to accept for purchase only Notes validly tendered on or prior to the Expiration Time, for an aggregate purchase consideration (equivalent to the sum of the Purchase Price and the accrued and unpaid interest to but not including the Settlement Date, the Total Consideration) up to the Tender Cap, and to the extent that the aggregate principal amount of all Notes tendered as of the Expiration Time would result in the aggregate Total Consideration exceeding the Tender Cap, such Notes tendered on or prior to the Expiration Time will be subject to
proration. The Company has announced the Tender Offer as part of a refinancing transaction pursuant to which the aggregate Total Consideration will be funded by an offering of new debt securities (the New Notes) concurrent with the Tender Offer, on terms and conditions satisfactory to the Company. The Tender Offer is conditioned on the issuance of the New Notes by the Company in an aggregate principal amount of no less than USD 175,000,000. The Tender Offer is also subject to the satisfaction or waiver of a number of other conditions as set forth in the Offer to Purchase.
PT Gajah Tunggal Tbk is an Indonesia-based integrated tire manufacturer. The Company produces and distributes tires for passenger car, sport utility vehicles (SUVs), commercial, off-the-road, industrial and motorcycles. It also manufactures and distributes other rubber related products, such as synthetic rubber, tire cords, inner tube, flap, o-ring and others. The Company owns and operates an integrated tire manufacturing facility in Indonesia. The Companyâs products include GT LUG, GT MAX TRACTION, GT MUD TRACTION, GT SUPER, GT SUPER 88, GT SUPER 88N and GT SUPER GRIP. The Companyâs installed production capacity for passenger car radial tires (PCR), TBR tires, bias tires and motorcycle tires 45,500, 2,300, 13,000 and 83,000 tires per day respectively.