ADM Announces Final Results of Private Exchange Offers
October 06 2011 - 12:15PM
Business Wire
Archer Daniels Midland Company (NYSE: ADM) announced today the
final results as of 11:59 p.m. New York City time on October 5,
2011, (the “Expiration Date”) of its private offers to exchange any
and all of its outstanding debentures listed below (collectively,
the “Old Debentures”) for new senior Debentures due 2042 (the “New
Debentures”) and, for some series of Old Debentures, New Debentures
and cash (the “Exchange Offers”), in accordance with ADM’s offering
memorandum dated September 8, 2011, and the related letter of
transmittal. ADM conducted these Exchange Offers to take advantage
of lower interest rates by replacing existing higher-coupon debt
with lower-coupon debt.
According to information provided by D.F. King & Co., Inc.,
the exchange agent for the Exchange Offers, $403,786,000 in
aggregate principal amount of ADM’s Old Debentures were validly
tendered and not validly withdrawn in the Exchange Offers. The
settlement date for Old Debentures validly tendered and not validly
withdrawn after the expiration of the early participation period at
5:00 p.m. New York City time on September 23, 2011, but at or prior
to the Expiration Date, is expected to be October 7, 2011.
The table below indicates the outstanding principal amount of
each series of Old Debentures at commencement of the Exchange
Offers and the principal amount of each series of Old Debentures
validly tendered for exchange as of the Expiration Date pursuant to
the Exchange Offers:
Outstanding Principal
Amount Principal Amount at Commencement
of Tendered as of the CUSIP No.
Title of Series Exchange Offers
Expiration Date 039483AM4 7.50%
Debentures due 2027 $281,891,000
$60,100,000 039483AN2 6.75% Debentures due 2027
$200,000,000 $59,265,000 039483AR3
6.625% Debentures due 2029 $297,500,000
$100,396,000 039483AS1 7.00% Debentures
due 2031 $245,668,000 $52,014,000
039483AX0 6.45% Debentures due 2038
$215,441,000 $57,614,000 039483AP7
6.95% Debentures due 2097 $250,000,000
$74,397,000
The New Debentures will pay interest semi-annually at a rate of
4.535% per annum. The New Debentures have not been registered under
the Securities Act of 1933, as amended (“Securities Act”) or any
state securities laws. Therefore, the New Debentures may not be
offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the
Securities Act and any applicable state securities laws. On
September 26, 2011, ADM entered into a registration rights
agreement with respect to the New Debentures.
This press release is not an offer to sell or a solicitation of
an offer to buy any security. The Exchange Offers are being made
solely by the offering memorandum and related letter of transmittal
and only to such persons and in such jurisdictions as is permitted
under applicable law.
Forward-looking Information
This press release includes forward-looking statements, within
the meaning of the Private Securities Litigation Reform Act of
1995, that are subject to risks, uncertainties and other factors,
including the current market demand for these types of securities
and the securities of ADM and the negotiations between ADM and the
dealer managers. These risks, uncertainties and other factors could
cause actual results to differ materially from those referred to in
the forward-looking statements. The reader is cautioned not to rely
on these forward-looking statements. Other risks that could impact
the offering are described in detail in the ADM Annual Report on
Form 10-K for the fiscal year ended June 30, 2011, as filed with
the U.S. Securities and Exchange Commission. All forward-looking
statements are based on information currently available to ADM and
ADM assumes no obligation to update any such forward-looking
statements.
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