Published: October 01, 2009
Enterprise Holdings Announces Early Participation Results and Initial Settlement for Debt Tender Offer
ST. LOUIS - (BUSINESS WIRE) - Enterprise Holdings, Inc. ("Enterprise" ), announced today the early
participation results for the previously announced tender offer (the
"Tender Offer" ) by its indirect, wholly owned subsidiary, ARG Funding
Corp., a special purpose Delaware corporation (the "Company" ) to
purchase for cash any and all of its rental car asset backed notes (the
"Notes" ) specified in the Offer to Purchase, dated September 18, 2009
(as amended and supplemented, the "Offer to Purchase" ), and the related
Letter of Transmittal (the "Letter of Transmittal" ). The following table
summarizes the aggregate principal amount of Notes outstanding, the
principal amount of Notes validly tendered and not validly withdrawn as
of 5:00 p.m., New York City time, on September 30, 2009, (the "Early
Participation Date" ), and the material pricing terms of the Tender Offer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CUSIP Number
|
|
|
|
Description of Security
|
|
|
|
Aggregate Principal Amount Outstanding
|
|
|
|
Principal Amount of Notes Tendered as of the Early Participation
Date
|
|
|
|
Total Consideration*
|
|
|
|
Early Participation Payment*
|
|
|
|
Tender Offer Consideration*
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
00204ABG5
|
|
|
|
Series 2005-1 4.29% Rental Car Asset Backed Notes, Class A-3
|
|
|
|
$
|
350,000,000
|
|
|
|
$
|
291,280,000
|
|
|
|
$
|
1,006.25
|
|
|
|
$
|
30.00
|
|
|
|
$
|
976.25
|
|
00204ABH3
|
|
|
|
Series 2005-1 Floating Rate Rental Car Asset Backed Notes, Class A-4
|
|
|
|
$
|
200,000,000
|
|
|
|
$
|
200,000,000
|
|
|
|
$
|
1,000.00
|
|
|
|
$
|
30.00
|
|
|
|
$
|
970.00
|
|
00204ABP5
|
|
|
|
Series 2005-2 4.84% Rental Car Asset Backed Notes, Class A-4
|
|
|
|
$
|
167,000,000
|
|
|
|
$
|
167,000,000
|
|
|
|
$
|
1,010.00
|
|
|
|
$
|
30.00
|
|
|
|
$
|
980.00
|
|
00204ABQ3
|
|
|
|
Series 2005-2 Floating Rate Rental Car Asset Backed Notes, Class A-5
|
|
|
|
$
|
400,000,000
|
|
|
|
$
|
352,125,000
|
|
|
|
$
|
1,000.00
|
|
|
|
$
|
30.00
|
|
|
|
$
|
970.00
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*per $1,000 principal amount
In light of the principal amount of Notes validly tendered and not
validly withdrawn, the minimum tender conditions with respect to both
series of Notes have been satisfied. The Company announced that it has
accepted for purchase all Notes tendered and not validly withdrawn on or
prior to the Early Participation Date. Holders of Notes who validly
tendered and did not validly withdraw their Notes on or before the Early
Participation Date will receive the applicable total consideration,
including the early participation premium, specified in the table above,
on October 5, 2009 (the "Initial Settlement Date" ). Holders will also
receive accrued and unpaid interest on the Notes (at the rate applicable
to the respective tranche of Notes) from and including the last interest
payment date for the applicable tranche of Notes to, but not including,
the Initial Settlement Date.
The terms and conditions of the Tender Offer are set forth in the Offer
to Purchase and Letter of Transmittal. The Tender Offer will expire at
Midnight, New York City time, on October 16, 2009, unless extended (such
date and time as it may be extended, the "Expiration Date" ). Holders of
Notes who validly tender their Notes after the Early Participation Date
but on or prior to the Expiration Date and whose Notes are accepted for
purchase will receive the applicable tender offer consideration, which
is equal to the applicable total consideration less the early
participation payment of $30.00 per $1,000 principal amount of Notes.
Notes tendered and not yet purchased may no longer be withdrawn, except
in the limited circumstances described in the Offer to Purchase.
Additionally, the Company confirmed that it intends to effect an
optional repurchase of all Notes that remain outstanding, following the
completion of the tender offer.
Barclays Capital Inc. and J.P. Morgan Securities Inc. are acting as the
dealer managers for the Tender Offer. The information agent and
depositary for the Tender Offer is Global Bondholders Services
Corporation. The Tender Offer is made only by the Offer to Purchase, as
amended hereby, and Letter of Transmittal, and the information in this
news release is qualified by reference to such documents. Persons with
questions regarding the Tender Offer should contact Barclays Capital
Inc. at (212) 528-7581 (collect) or (800) 438-3242 (toll-free) or J.P.
Morgan Securities Inc. at (212) 834-5175. Holders or beneficial owners
of Notes may request copies of the Offer to Purchase and Letter of
Transmittal from Global Bondholders Services Corporation at (212)
430-3774 or (866) 470-4200 (toll-free).
This release is for informational purposes only and is neither an offer
to purchase nor a solicitation of an offer to sell the Notes. The Tender
Offer is only being made pursuant to the Tender Offer documents,
including the Offer to Purchase and Letter of Transmittal, that the
Company is distributing to Noteholders. The Tender Offer is not being
made to Noteholders 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, it
shall be deemed to be made by the dealer managers, or one or more
registered brokers or dealers appropriately licensed under the laws of
such jurisdiction, on behalf of the Company.
About Enterprise and ARG Funding Corp.
Enterprise Holdings, Inc., operator of the Alamo Rent A Car, Enterprise
Rent-A-Car and National Car Rental brands, is the largest provider of
rental vehicles in North America. Enterprise is a comprehensive service
provider, with a network of more than 8,000 car rental locations in
neighborhoods and at airports worldwide. Enterprise also operates a
fleet management business in which it leases vehicles to national and
local businesses. ARG Funding Corp. is a special purpose corporation and
an indirect wholly owned subsidiary of Enterprise.
Forward-Looking Statements
This press release contains forward-looking statements. Such
forward-looking statements are not guarantees of future performance and
involve risks and uncertainties. In addition, other written or oral
communications provided by Enterprise or the Company from time to time
may contain "forward-looking statements." Forward-looking statements are
not historical facts but instead are based on certain assumptions by
management and represent only our belief regarding future events, many
of which, by their nature, are inherently uncertain and outside our
control. Forward-looking statements are often identified by words or
phrases such as "is anticipated," "are expected to," "are estimated to
be," "intend to," "believe," "will likely result," "projected," "may,"
"we envision," "designed to," "target," "goal," "objective," or other
similar words or phrases. These forward-looking statements are subject
to certain risks and uncertainties, including those described in this
press release, that could cause actual results to differ materially from
those projected. Additional risks that may affect the Company's and
Enterprise's future performance are included elsewhere in the Offer to
Purchase and the Letter of Transmittal. When considering forward-looking
statements, you should keep in mind the risk factors and other
cautionary statements in the Offer to Purchase. You should not place
undue reliance on any forward-looking statement. Enterprise and the
Company undertake no obligation to update any forward-looking
information except as may be required by law.
Enterprise Holdings, Inc.
Tyler Cain, 314-512-2959
Copyright © 2012, Business Wire, Inc., All rights reserved.
Copyright © 2012, NewsBlaze,
Daily News