Conn’s, Inc. Announces Early Results of Tender Offer for 7.250% Senior Notes due 2022
December 14 2020 - 8:00AM
Conn’s, Inc. (NASDAQ: CONN) (“Conn’s” or the “Company”) today
announced the early results of its previously announced cash tender
offer (the “tender offer”) to purchase up to $100.0 million (the
“Aggregate Maximum Tender Amount”) aggregate principal amount of
outstanding 7.250% senior notes due 2022 (the “notes”). The terms
and conditions of the tender offer are set forth in the Offer to
Purchase, dated November 30, 2020 (the “Offer to Purchase”). The
tender offer will expire at 11:59 p.m., New York City time, on
December 28, 2020, unless extended or earlier terminated by Conn’s.
As of 5:00 p.m., New York City time, on December
11, 2020 (such time and date, the “Early Tender Deadline”),
according to information provided by D.F. King & Co., Inc., the
tender and information agent for the tender offer, the aggregate
principal amount of the notes set forth in the table below under
“Principal Amount Tendered at Early Tender Deadline” had been
validly tendered and not validly withdrawn in the tender offer.
Withdrawal rights for the notes expired at 5:00 p.m., New York City
Time, on December 11, 2020.
Title of Security |
CUSIP No. |
OutstandingPrincipal Amount |
Early TenderPayment(per $1,000) |
Principal AmountTendered at EarlyTender
Deadline |
7.250% of Senior Notes due 2022 |
208242 AB3 |
$ |
227,000,000 |
$ |
30.00 |
$ |
85,774,000 |
The total consideration for each $1,000
principal amount of notes tendered and not validly withdrawn at or
prior to the Early Tender Deadline and accepted for purchase
pursuant to the tender offer is $980.00 (the “total
consideration”), which amount includes an early tender payment of
$30.00. Only holders of notes who validly tendered and did not
validly withdraw their notes at or prior to the Early Tender
Deadline are eligible to receive the total consideration for the
notes accepted for purchase. In addition, holders whose notes are
purchased in the tender offer will receive accrued and unpaid
interest from the most recent interest payment date for the notes
to, but not including, the payment date.
It is anticipated that the payment date for the
notes validly tendered and accepted for purchase at or prior to the
Early Tender Deadline will be December 15, 2020, subject to change
without notice.
Any holder who tenders its notes after the Early
Tender Deadline may not withdraw their tender of notes, except as
required by law.
Conn’s obligation to accept for purchase and to
pay for the notes validly tendered and not validly withdrawn
pursuant to the tender offer is subject to the satisfaction or
waiver of certain conditions, which are more fully described in the
Offer to Purchase. The complete terms and conditions of the tender
offer are set forth in the Offer to Purchase. Holder of the notes
are urged to read the Offer to Purchase carefully.
MUFG Securities Americas Inc. is acting as
exclusive dealer manager for the tender offer. The tender agent and
information agent for the tender offer is D.F. King & Co., Inc.
Questions regarding the tender offer may be directed to MUFG
Securities Americas Inc. at (877) 744-4523 (Toll-Free) or (212)
405-7481. Holders who would like additional copies of the offer
documents may call the tender agent and information agent, D.F.
King & Co., Inc., at (800) 317-8033 (Toll-Free) or (212)
269-5550, by email at conn@dfking.com.
This press release is for informational purposes
only and does not constitute an offer to sell, or a solicitation
for an offer to purchase any security, including the notes. The
tender offer is being made solely by means of the Offer to
Purchase, which sets forth the complete terms and conditions of the
tender offer. The tender offer is 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.
About Conn’s, Inc.
Conn’s is a specialty retailer currently
operating 144 retail locations in Alabama, Arizona, Colorado,
Florida, Georgia, Louisiana, Mississippi, Nevada, New Mexico, North
Carolina, Oklahoma, South Carolina, Tennessee, Texas and Virginia.
The Company’s primary product categories include:
- Furniture and mattress, including
furniture and related accessories for the living room, dining room
and bedroom, as well as both traditional and specialty
mattresses;
- Home appliance, including
refrigerators, freezers, washers, dryers, dishwashers and
ranges;
- Consumer electronics, including
LED, OLED, QLED, 4K Ultra HD, 8K and smart televisions, gaming
products and home theater and portable audio equipment; and
- Home office, including computers,
printers and accessories.
Additionally, Conn’s offers a variety of
products on a seasonal basis. Unlike many of its competitors,
Conn’s provides flexible in-house credit options for its customers
in addition to third-party financing programs and third-party
lease-to-own payment plans.
Forward-Looking Statements
This press release contains forward-looking
statements, that involve risks and uncertainties. Such
forward-looking statements include information concerning the
tender offer. Statements containing the words “anticipate,”
“believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,”
“project,” “should,” “predict,” “will,” “potential,” or the
negative of such terms or other similar expressions are generally
forward-looking in nature and not historical facts. Such
forward-looking statements are based on our current expectations.
We can give no assurance that such statements will prove to be
correct, and actual results may differ materially. A wide variety
of potential risks, uncertainties, and other factors could
materially affect our ability to achieve the results either
expressed or implied by our forward-looking statements, including,
the risks detailed in Part I, Item 1A, Risk Factors, in our Annual
Report on Form 10-K for the fiscal year ended January 31, 2020 and
other reports filed with the Securities and Exchange Commission. If
one or more of these or other risks or uncertainties materialize
(or the consequences of such a development changes), or should our
underlying assumptions prove incorrect, actual outcomes may vary
materially from those reflected in our forward-looking statements.
You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
press release. We disclaim any intention or obligation to update
publicly or revise such statements, whether as a result of new
information, future events or otherwise, or to provide periodic
updates or guidance. All forward-looking statements attributable to
us, or to persons acting on our behalf, are expressly qualified in
their entirety by these cautionary statements.
S.M. Berger & Company
Andrew Berger (216) 464-6400
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