Blackstone (NYSE:BX) today announced that Blackstone Holdings
Finance Co. L.L.C. (the “Company”) has commenced a cash tender
offer for any and all of its 6.625% Senior Notes due 2019 (the
“Notes”). The tender offer is being made on the terms and subject
to the conditions set forth in the offer to purchase dated
September 25, 2017 and the related letter of transmittal and notice
of guaranteed delivery.
The tender offer will expire at 5:00 p.m., New York City time,
on September 29, 2017, unless extended or earlier terminated as
described in the offer to purchase (such time and date, as they may
be extended, the “Expiration Time”). Holders of the Notes who
validly tender (and do not validly withdraw) their notes prior to
the Expiration Time, or who deliver to the depositary a properly
completed and duly executed notice of guaranteed delivery in
accordance with the instructions described in the offer to purchase
and who deliver Notes in accordance with such notice, will be
eligible to receive in cash the Notes Consideration described
below.
Principal
Bloomberg
CUSIP
Amount
U.S. Treasury Reference
Reference
Fixed
Notes
Number/ISIN
Outstanding
Security
Page
Spread
6.625% Senior
CUSIP Nos.
$600,000,000
1.250% due 8/31/2019
FIT1
+50 bps
Notes due 2019
09256BAA5 (144A)
U09254AA8 (Reg S) ISINs US09256BAA52 (144A) USU09254AA88 (Reg S)
The “Notes Consideration” for each $1,000 principal amount of
the Notes validly tendered and accepted for purchase pursuant to
the tender offer will be determined by the dealer managers for the
tender offer in the manner described in the offer to purchase by
reference to the Fixed Spread for the Notes specified in the table
above plus the yield based on the bid-side price of the U.S.
Treasury Reference Security specified in the table above at 11:00
a.m., New York City time, on September 29, 2017, unless extended or
the Offer is earlier terminated.
Holders will also receive accrued and unpaid interest on the
Notes validly tendered and accepted for purchase from the August
15, 2017 interest payment date up to, but not including, the date
the Company makes payment for such Notes, which date is anticipated
to be October 2, 2017 (the “Settlement Date”).
Tendered notes may be withdrawn at any time at or prior to the
earlier of (i) the Expiration Time, and (ii) if the tender offer is
extended, the 10th business day after commencement of the tender
offer; provided, however, that if the Company is required by law to
permit withdrawal, then previously tendered Notes may be validly
withdrawn to the extent required. In addition, tendered Notes may
be withdrawn at any time after the 60th business day after the
commencement of the tender offer if for any reason the offer has
not been consummated within 60 business days after commencement of
the tender offer. The Company reserves the right to terminate,
withdraw or amend the tender offer at any time, subject to
applicable law.
The tender offer is subject to the satisfaction or waiver of
certain conditions, including the successful completion by the
Company of a proposed debt financing transaction, the proceeds of
which, together with cash on hand or available liquidity, will be
sufficient to fund the repurchase of any and all outstanding Notes.
If any Notes remain outstanding after the consummation of the
tender offer, the Company expects (but is not obligated) to redeem
such Notes in accordance with the terms and conditions set forth in
the indenture governing the Notes; this press release does not
constitute a notice of redemption under such indenture Notes.
The Company has engaged BofA Merrill Lynch, Citigroup Global
Markets Inc. and Morgan Stanley & Co. LLC to act as joint lead
dealer managers in connection with the tender offer, and has
appointed Global Bondholder Services Corporation (“GBS”) to serve
as the depositary and information agent for the tender offer.
For additional information regarding the terms of the tender
offer, please contact BofA Merrill Lynch at 888-292-0070
(toll-free) or 980-387-3907 (collect), Citigroup at 800-558-3745
(toll-free) or 212-723-6106 (collect) or Morgan Stanley at
800-624-1808 (toll-free) or 212-761-1057 (collect). Questions
regarding the tender offer should be directed to GBS at
212-430-3774 (banks and brokers) or 866-470-3700 (all others).
The complete terms and conditions of the tender offer are
described in the offer to purchase and the related letter of
transmittal and notice of guaranteed delivery. These documents are
available at http://www.gbsc-usa.com/Blackstone/ and may also
be obtained by contacting GBS by telephone.
None of the Company, the board of directors of Blackstone Group
Management L.L.C., the dealer managers, GBS or the trustee for the
Notes, or any of their respective affiliates, is making any
recommendation as to whether holders should tender any Notes in
response to the tender offer. Holders must make their own decision
as to whether to tender any of their Notes and, if so, the
principal amount of Notes to tender.
This announcement is not an offer to purchase or a solicitation
of an offer to sell any securities and shall not constitute a
notice of redemption under the indenture governing the Notes. The
tender offer is being made solely by means of the offer to purchase
and the related letter of transmittal and notice of guaranteed
delivery.
About Blackstone
Blackstone is one of the world’s leading investment firms. We
seek to create positive economic impact and long-term value for our
investors, the companies we invest in, and the communities in which
we work. We do this by using extraordinary people and flexible
capital to help companies solve problems. Our asset management
businesses, with over $370 billion in assets under management,
include investment vehicles focused on private equity, real estate,
public debt and equity, non-investment grade credit, real assets
and secondary funds, all on a global basis.
Forward-Looking Statements
This release may contain forward-looking statements which
reflect Blackstone’s current views with respect to, among other
things, Blackstone’s operations and financial performance. You can
identify these forward-looking statements by the use of words such
as “outlook,” “indicator,” “believes,” “expects,” “potential,”
“continues,” “may,” “will,” “should,” “seeks,” “approximately,”
“predicts,” “intends,” “plans,” “estimates,” “anticipates” or the
negative version of these words or other comparable words. Such
forward-looking statements are subject to various risks and
uncertainties. Accordingly, there are or will be important factors
that could cause actual outcomes or results to differ materially
from those indicated in these statements. Blackstone believes these
factors include but are not limited to those described under the
section entitled “Risk Factors” in its Annual Report on Form 10-K
for the fiscal year ended December 31, 2016, as such factors may be
updated from time to time in its periodic filings with the
Securities and Exchange Commission (“SEC”), which are accessible on
the SEC’s website at www.sec.gov. These factors should not be
construed as exhaustive and should be read in conjunction with the
other cautionary statements that are included in this release and
in the filings. Blackstone undertakes no obligation to publicly
update or review any forward-looking statement, whether as a result
of new information, future developments or otherwise.
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