LAVAL, Quebec, March 20, 2017 /CNW/ -- Valeant
Pharmaceuticals International, Inc. (NYSE: VRX) (TSX: VRX)
("Valeant" or the "Company") announced today that as of
5:00 p.m. New York City time on March 20, 2017 (the "Early Participation Date"),
holders of its outstanding 6.75% Senior Notes due 2018 (the
"Notes") had validly tendered $1,552,046,000 in aggregate principal amount of
the Notes in connection with the Company's offer to purchase for
cash up to $1,100,000,000 aggregate
principal amount of the Notes (the "Tender Offer"), which the
Company commenced on March 7,
2017.
As a result of the oversubscription of the Tender Offer, the
Company has accepted for purchase tendered Notes on a prorated
basis in the manner described in the Company's Offer to Purchase
dated March 7, 2017. The following
table sets forth the outstanding principal amount of Notes, the
principal amount that had been tendered and not withdrawn as of the
Early Participation Date, the principal amount accepted for
purchase and the approximate proration factor:
144A
CUSIP/ISIN
Number
|
Reg S
CUSIP/ISIN
Number
|
Title of
Security
|
Outstanding
Principal Amount
|
Tender
Cap
|
Aggregate
Principal Amount Tendered and not Withdrawn
|
Aggregate
Principal Amount Accepted for Purchase
|
Approximate
Proration Factor
|
92912E AC7 /
US92912EAC75
|
C96715 AC8 /
USC96715AC84
|
6.75% Senior Notes
Due 2018
|
$1,600,000,000
|
$1,100,000,000
|
$1,552,046,000
|
$1,099,991,000
|
70.90%
|
Total consideration of $1,029.06
for each $1,000 principal amount of
Notes, plus accrued and unpaid interest, is expected to be paid on
March 21, 2017 (the "Initial Payment
Date") to the holders of Notes tendered and accepted for purchase
as of the Early Participation Date (the "Total Consideration"). The
Total Consideration includes an early participation payment of
$30.00 per $1,000 principal amount of Notes accepted for
purchase as of the Early Participation Date. As a result of the
oversubscription of the Tender Offer, the Company will purchase
Notes validly tendered as of the Early Participation Date using the
approximate proration factor of 70.90%. No additional Notes
tendered will be accepted under the terms of the Tender
Offer. The Company expects to return any Notes tendered but
not accepted for payment promptly after the Early Participation
Date.
In addition to the Total Consideration, all Notes accepted for
purchase will also receive accrued and unpaid interest on such
Notes from the last interest payment date to, but not including,
the Initial Payment Date for the Notes.
Closing of the Tender Offer is subject to the conditions
described in the Company's Offer to Purchase. However, the Credit
Agreement Refinancing Condition and the Debt Financing Conditions
described in the Offer to Purchase are expected to be satisfied on
March 21, 2017.
This announcement is not an offer to purchase or a solicitation
of an offer to sell with respect to any Notes. Any offer to
purchase the Notes will be made by means of an Offer to Purchase
and related letter of transmittal. No offer to purchase will be
made in any jurisdiction in which such an offer to purchase would
be unlawful.
In connection with the Tender Offer, Valeant has retained
Barclays Capital Inc. and Goldman, Sachs & Co. as the Dealer
Managers. Questions regarding the Tender Offer should be directed
to Barclays Capital Inc. at (800) 438-3242 (toll free) or (212)
528-7581 or Goldman, Sachs & Co. at (800) 828-3182 (toll free)
or (212) 902-6595. The complete terms and conditions of the Tender
Offer are set forth in the Offer to Purchase and the related Letter
of Transmittal, each dated March 7, 2017, as amended by our
press release dated March 10, 2017.
Holders are urged to read those documents carefully. Requests for
documents should be directed to D.F.
King & Co, Inc., the Information Agent for the Tender
Offer, at (866) 521-4424 (toll free) or (212) 269-5550 or email at
vrx@dfking.com.
About Valeant
Valeant Pharmaceuticals International, Inc. (NYSE/TSX: VRX) is a
multinational specialty pharmaceutical company that develops,
manufactures and markets a broad range of pharmaceutical products
primarily in the areas of dermatology, eye health, neurology and
branded generics.
Forward-Looking Information and "Safe Harbor"
Statement
This press release may contain forward-looking statements,
including, but not limited to, the Tender Offer, the details
thereof and other expected effects of the Tender Offer.
Forward-looking statements may generally be identified by the use
of the words "anticipates," "expects," "intends," "plans,"
"should," "could," "would," "may," "will," "believes," "estimates,"
"potential," "target," or "continue" and variations or similar
expressions. These statements are based upon the current
expectations and beliefs of management and are subject to certain
risks and uncertainties that could cause actual results to differ
materially from those described in the forward-looking statements.
These risks and uncertainties include, but are not limited to,
risks and uncertainties discussed in our most recent annual and
quarterly reports and detailed from time to time in our other
filings with the Securities and Exchange Commission and the
Canadian Securities Administrators, which risks and uncertainties
are incorporated herein by reference. Readers are cautioned not to
place undue reliance on any of these forward-looking statements.
These forward-looking statements speak only as of the date hereof.
We undertake no obligation to update any of these forward-looking
statements to reflect events or circumstances after the date of
this press release or to reflect actual outcomes, except as
required by law.
Contact Information:
Elif
McDonald
elif.mcdonald@valeant.com
514-856-3855
877-281-6642 (toll free)
Media:
Renée Soto
or
Chris Kittredge/Jared Levy
Sard Verbinnen & Co.
212-687-8080
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/valeant-announces-the-early-results-of-tender-offers-for-its-675-senior-notes-due-2018-300426665.html
SOURCE Valeant Pharmaceuticals International, Inc.