Asset Acceptance Capital Corp. Announces Preliminary Results of its Modified 'Dutch Auction' Tender Offer
June 13 2007 - 10:36AM
PR Newswire (US)
Warren, Mich., June 13 /PRNewswire-FirstCall/ -- Asset Acceptance
Capital Corp. (NASDAQ:AACC), a leading purchaser and collector of
charged-off consumer debt, today announced the preliminary results
of its tender offer which expired at 5:00 p.m. New York City time,
on June 12, 2007. AACC commenced the tender offer on May 9, 2007 to
purchase for cash up to 1,858,000 shares of common stock in a price
range of $18.25 to $20.00 per share, net to the seller in cash,
without interest. J.P. Morgan Securities, Inc. acted as dealer
manager for the tender, Mackenzie Partners, Inc. acted as
information agent and LaSalle Bank, N.A. acted as the depositary.
In accordance with the terms of the tender offer, and based on a
preliminary count by the depositary, the Company expects to
purchase 1,982,238 properly tendered shares at $18.75 per share,
net to the seller in cash, without interest, for a total purchase
price of approximately $37.2 million. The shares to be purchased
include the 1,858,000 shares the Company is obligated to purchase
and an additional 124,238 shares that the Company elects to
purchase under the optional purchase provision of the tender offer
for a total of 1,982,238 shares. The total number of shares
tendered in the offer at or below $18.75 per share was 2,299,753,
of which 1,276,586 shares were tendered pursuant to the guaranteed
delivery procedure described in the Company's Offer to Purchase.
Tenders made pursuant to the guaranteed delivery procedure will be
accepted upon receipt of the related stock certificates or
confirmation of book entry transfer, along with any other required
documentation within three business days after the notice of
guaranteed delivery was delivered to the depositary. All shares
purchased in the tender offer will be purchased at the same price,
$18.75 per share. Because more than 1,982,238 shares were tendered,
the Company will purchase only a prorated portion of the shares
tendered by each tendering shareholder at or below the clearing
price of $18.75 per share, other than odd lot shareholders, as
described in the Company's Offer to Purchase. Based on the
preliminary count, the Company expects the proration factor to be
approximately 86.2 percent. Assuming AACC acquires 1,982,238 shares
in the tender offer, 32,716,387 shares will be outstanding
immediately after the tender offer and, as described in the
Company's Offer to Purchase, AACC would then repurchase another
2,017,762 shares in the aggregate pursuant to the Stock Repurchase
Agreement among the Company, AAC Quad-C Investors LLC, our largest
stockholder, our Chairman, President and Chief Executive Officer,
and our Senior Vice President and Chief Financial Officer (the
"Sellers"), under which the Company agreed to repurchase a number
of the Sellers' beneficially owned shares required to maintain each
Seller's pro rata beneficial ownership interest in AACC. AAC Quad-C
Investors LLC, Mr. Bradley and Mr. Redman currently own
beneficially approximately 35.6%, 12.2% and 2.6%, respectively, of
the Company's outstanding shares of common stock, and elected not
to tender any shares in the tender offer. The repurchase under the
Stock Repurchase Agreement will be at $18.75 per share, the same
price per share as is paid in the tender offer, and will occur on
June 28, 2007, the 11th business day after the expiration of the
tender offer. Based on the preliminary count, the shares expected
to be purchased in the tender offer and pursuant to the Stock
Repurchase Agreement represent approximately 5.7 percent and 5.8
percent, respectively, of the Company's outstanding shares. As a
result of the completion of the tender offer, immediately following
payment for the tendered shares, AACC expects that approximately
32,716,387 shares will be issued and outstanding, with
approximately 30,698,625 shares estimated to be issued and
outstanding after completion of the repurchase of the Sellers'
shares pursuant to the Stock Repurchase Agreement on the 11th
business day after the expiration of the tender offer. The Company
indicated that the actual number of shares to be purchased, the
proration factor and the purchase price are subject to final
confirmation and the proper delivery of all shares tendered and not
withdrawn, including shares tendered pursuant to the guaranteed
delivery procedure, as well as final count of tendered odd lot
shares. The actual number of shares, the proration factor and
purchase price per share will be announced promptly following
completion of the verification process. Payment for shares accepted
and the return of all shares tendered but not accepted will occur
promptly after determination of the number of shares properly
tendered. About Asset Acceptance Capital Corp. For more than 40
years, Asset Acceptance has provided credit originators, such as
credit card issuers, consumer finance companies, retail merchants,
utilities and others an efficient alternative in recovering
defaulted consumer debt. For more information, please visit
http://www.assetacceptance.com/. Asset Acceptance Capital Corp.
Safe Harbor Statement This press release contains certain
statements, including the Company's plans and expectations
regarding its operating strategies, charged-off receivables and
costs, which are forward-looking statements. These forward- looking
statements reflect the Company's views, at the time such statements
were made, with respect to the Company's future plans, objectives,
events, portfolio purchases and pricing, collections and financial
results such as revenues, expenses, income, earnings per share,
capital expenditures, operating margins, financial position,
expected results of operations and other financial items.
Forward-looking statements are not guarantees of future
performance; they are subject to risks and uncertainties. In
addition, words such as "estimates," "expects," "intends,"
"should," "could," "will," variations of such words and similar
expressions are intended to identify forward-looking statements.
These statements are not guarantees of future performance and
involve certain risks, uncertainties and assumptions ("Risk
Factors") that are difficult to predict with regard to timing,
extent, likelihood and degree of occurrence. There are a number of
factors, many of which are beyond the Company's control, which
could cause actual results and outcomes to differ materially from
those described in the forward-looking statements. Risk Factors
include, among others: ability to purchase charged- off consumer
receivables at appropriate prices, ability to continue to acquire
charged-off receivables in sufficient amounts to operate
efficiently and profitably, employee turnover, ability to compete
in the marketplace, acquiring charged-off receivables in industries
that the Company has little or no experience, integration and
operations of newly acquired businesses, ability to achieve
anticipated cost savings from office closings without the
disruption of collections associated with these offices, and
additional factors discussed in the Company's periodic reports
filed with the Securities and Exchange Commission on Form 10-K and
10-Q and exhibits thereto. Other Risk Factors exist, and new Risk
Factors emerge from time to time that may cause actual results to
differ materially from those contained in any forward- looking
statements. Given these risks and uncertainties, investors should
not place undue reliance on forward-looking statements as a
prediction of actual results. Furthermore, the Company expressly
disclaims any obligation to update, amend or clarify
forward-looking statements. In addition to the foregoing, several
Risk Factors are discussed in the Company's most recently filed
Annual Report on Form 10-K and other SEC filings, in each case
under the section titled "Forward Looking Statements" or similar
headings and those discussions regarding risk factors as well as
the discussion of forward looking statements in such sections are
incorporated herein by reference. DATASOURCE: Asset Acceptance
Capital Corp. CONTACT: Mr. Noel Ryan III of Lambert, Edwards &
Associates, Inc., +1-616-233-0500,
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