LAVAL, Quebec, April 10, 2018 /PRNewswire/ -- Valeant
Pharmaceuticals International, Inc. (NYSE/TSX: VRX) ("Valeant")
announced today the expiration of the cash tender offers (the
"Tender Offers") by Valeant and Valeant Pharmaceuticals
International ("VPI," and together with Valeant, the "Offerors"), a
wholly owned indirect subsidiary of Valeant, incorporated in
Delaware, to purchase up to
$1,500,000,000 aggregate principal
amount (the "Aggregate Maximum Purchase Amount") of their
respective outstanding notes listed in the table below
(collectively, the "Notes"). Valeant was the Offeror for the notes
issued by it, and VPI was the Offeror for the notes issued by it.
Capitalized terms used but not defined herein shall have the
meaning ascribed to them in the Offer to Purchase dated
March 12, 2018 (the "Offer to
Purchase"), as amended by Valeant's news release dated March 12, 2018, announcing the upsize of the
Tender Offers.
The Tender Offers expired at 11:59
p.m., New York City time on
April 9, 2018 (the "Expiration
Date"). The following table sets forth the aggregate principal
amounts of each series of Notes that were tendered and not
withdrawn on or prior to 11:59 p.m.,
New York City time on the
Expiration Date, and the aggregate principal amount of Notes
previously accepted for purchase as of the Early Settlement Date as
well as the principal amount of Notes expected to be accepted for
purchase as of the Final Settlement Date.
Issuer
|
Series of
Notes
|
144A
CUSIP/ISIN
Number
|
Reg S
CUSIP/ISIN
Number
|
Aggregate
Principal
Amount
Outstanding
Prior to
Tender
Offers
|
Aggregate
Principal
Amount of
Notes
Tendered1
|
Expected
Aggregate
Principal
Amount of
Notes
Accepted
|
Tender
Cap3
|
Acceptance
Priority
Level
|
Tender Offer
Consideration4
|
Total
Consideration4,5
|
VPI
|
6.375% Senior Notes
Due 2020
|
91829KAA1
/
US91829KAA16
|
U93008AA5
/
USU93008AA57
|
$660,530,000
|
$364,701,0002
|
$364,701,000
|
N/A
|
1
|
$985.94
|
$1,015.94
|
Valeant
|
5.375% Senior Notes
Due 2020
|
91831AAA9 /
US91831AAA97
|
C96729AA3 /
USC96729AA31
|
$1,708,415,000
|
$1,016,818,000
|
$1,016,818,000
|
N/A
|
2
|
$983.44
|
$1,013.44
|
VPI
|
6.750% Senior Notes
Due 2021
|
91911XAQ7 /
US91911XAQ79
|
U9098WAA8 /
USU9098WAA81
|
$650,000,000
|
$72,539,000
|
$72,539,000
|
$100,000,000
|
3
|
$965.00
|
$995.00
|
1
|
Notes tendered
following the Early Tender Date have not been accepted.
|
2
|
$4,000 aggregate
principal amount of the 6.375% Notes have been validly tendered and
not withdrawn following the Early Tender Date but prior to the
Expiration Date.
|
3
|
A $100,000,000 cap
(the "Tender Cap") applies to the aggregate principal amount of the
6.750% Senior Notes due 2021 validly tendered and accepted for
purchase (the "6.750% Notes" or the "Priority 3 Notes").
|
4
|
Per $1,000 principal
amount of Notes validly tendered and accepted for purchase in the
applicable Tender Offer (exclusive of any Accrued Interest, which
will be paid in addition to the Tender Offer Consideration or the
Total Consideration, to, but not including, the Early Settlement
Date or the Final Settlement Date, respectively).
|
5
|
Total Consideration
per $1,000 principal amount of Notes applies only to those Notes
validly tendered and accepted for purchase as of the Early
Settlement Date.
|
As of the Expiration Date, the aggregate principal amount of
Notes validly tendered and not validly withdrawn is $1,454,058,000, which includes $1,454,054,000 aggregate principal amount of
Notes validly tendered and accepted for purchase as of the Early
Settlement Date. The Offerors expect to accept for purchase all of
the Notes validly tendered following the Early Tender Date and
prior to the Expiration Date.
The total consideration for each $1,000 principal amount of the applicable series
of Notes that was validly tendered and not validly withdrawn on or
prior to the Early Tender Date is set forth in the table above
(with respect to each series of Notes, the "Total Consideration")
and was paid on the Early Settlement Date, together with Accrued
Interest, to the holders of Notes tendered and accepted for
purchase as of the Early Settlement Date. The total consideration
for each $1,000 principal amount of
the 6.375% Notes that was validly tendered following the Early
Tender Date will be the Tender Offer Consideration set forth in the
table above and is expected to be paid on the Final Settlement
Date, together with Accrued Interest, to the holders of such Notes
tendered and accepted for purchase as of the Final Settlement
Date.
The Final Settlement Date is expected to occur on April 11, 2018, which is the second business day
following the Expiration Date.
The Offerors intend to redeem certain of their outstanding
securities after the Expiration Date in a principal amount equal to
the excess of the Aggregate Maximum Purchase Amount over the
principal amount of Notes validly tendered and accepted for
purchase in the Tender Offers.
Deutsche Bank Securities acted as the dealer manager in the
Tender Offers. Global Bondholder Services Corporation was retained
to serve as both the depositary and the information agent for the
Tender Offers. Persons with questions regarding the Tender Offers
should contact Deutsche Bank Securities at (toll-free) (855)
287-1922 or (collect) (212) 250-7527. Requests for copies of the
Offer to Purchase, the related Letter of Transmittal and other
related materials should be directed to Global Bondholder Services
Corporation at (toll-free) (866) 470-4200 or (collect) (212)
430-3774.
This news release is neither an offer to purchase nor a
solicitation of an offer to sell any notes in the Tender Offers.
The Tender Offers are not being made to holders of Notes 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 Offers are
required to be made by a licensed broker or dealer, the Tender
Offers will be deemed to be made on behalf of each Offeror by the
dealer manager or one or more registered brokers or dealers that
are licensed under the laws of such jurisdiction.
About Valeant
Valeant Pharmaceuticals International,
Inc. (NYSE/TSX: VRX) is a global company whose mission is to
improve people's lives with our health care products. We develop,
manufacture and market a range of pharmaceutical, medical device
and over-the-counter products, primarily in the therapeutic areas
of eye health, gastroenterology and dermatology. We are delivering
on our commitments as we build an innovative company dedicated to
advancing global health.
Caution Regarding Forward-Looking Information and "Safe
Harbor" Statement
This news release may contain
forward-looking statements, including, but not limited to, the
tender offer for the Notes, the details thereof and other expected
effects of the tender offer for the Notes. 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 news release or to reflect actual outcomes, except as required
by law.
Investor
Contact:
|
Media
Contact:
|
Arthur
Shannon
|
Lainie
Keller
|
arthur.shannon@valeant.com
|
lainie.keller@valeant.com
|
(514)
856-3855
|
(908)
927-0617
|
(877) 281-6642 (toll
free)
|
|
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SOURCE Valeant Pharmaceuticals International, Inc.