OMNOVA Solutions Inc. Announces Extension of Tender Offer for its 111/4% Senior Secured Notes Due 2010
May 18 2007 - 9:00AM
PR Newswire (US)
FAIRLAWN, Ohio, May 18 /PRNewswire-FirstCall/ -- OMNOVA Solutions
Inc. (NYSE:OMN) (the "Company") announced today that it has
extended its previously announced tender offer for any and all of
its outstanding 111/4% senior secured notes due 2010 (CUSIP No.
682129AC5) (the "Notes"). The tender offer, previously set to
expire at 8:00 a.m., New York City time, on May 18, 2007, will now
expire at 8:00 a.m., New York City time, on May 22, 2007 (as
extended, the "Expiration Date"), unless otherwise extended or
terminated. The tender offer is being extended to coordinate the
closing of the tender offer with the completion of a new term loan
of $150 million and the amendment of the Company's existing senior
secured credit facility. Except for the above change, all terms and
conditions of the tender offer are unchanged and remain in full
force and effect. As previously announced on May 4, 2007, the
Company received the requisite consents to adopt the proposed
amendments to the indenture governing the Notes and the Notes
pursuant to the consent solicitation. The Company also announced on
May 4, 2007 the determination of the consideration payable in
accordance with the terms of the offer to purchase and consent
solicitation statement for the Notes. Holders who validly tendered
and did not validly withdraw their Notes and related consents
before 5:00 p.m., New York City time, on May 3, 2007 (the "Consent
Date") will receive, for each $1,000 principal amount of Notes
tendered, Total Consideration equal to $1,058.10, which includes a
$30 consent payment (the "Consent Payment"), if the payment date is
before June 1, 2007. Holders who tender their Notes and deliver
their consents after the Consent Date, but before the Expiration
Date, will receive, for each $1,000 principal amount of Notes
tendered, Tender Offer Consideration equal to $1,028.10, which is
the Total Consideration less the Consent Payment, if the payment
date is before June 1, 2007. Accrued and unpaid interest to, but
not including, the payment date will be paid to Holders of record
on May 15, 2007 whose Notes are validly tendered and accepted for
purchase. If the payment date is on or after June 1, 2007, the
Total Consideration for each $1,000 principal amount of Notes will
be $1,060.94, which is the price at which the Notes may be redeemed
on June 1, 2007 plus the equivalent of two weeks interest, and the
Tender Offer Consideration for each $1,000 principal amount of
Notes will be $1,030.94, which is the Total Consideration less the
Consent Payment. The Company has been advised by the depositary of
the tender offer that, as of 5:00 p.m. on May 17, 2007,
$162,000,000 aggregate principal amount of the Notes, representing
approximately 98.182% of the aggregate principal amount of the
Notes outstanding, have been validly tendered. Rights to withdraw
Notes tendered prior to the Consent Date have expired. Deutsche
Bank Securities Inc. is the dealer manager for the tender offer and
the consent solicitation. Questions or requests for assistance may
be directed to the dealer manager at (212) 250-5655 (call collect).
Requests for documentation may be directed to the information
agent, MacKenzie Partners, Inc., at (212) 929-5500 (call collect)
or at (800) 322-2885 (call toll-free). This announcement is not an
offer to purchase, a solicitation of an offer to purchase or a
solicitation of consents with respect to any securities. The tender
offer and consent solicitation are being made solely by the offer
to purchase and consent solicitation statement. Cautionary
Statement on Forward-Looking Statements This news release contains
statements concerning trends and other forward- looking information
affecting or relating to the Company and its industries. These
statements are intended to qualify for the protections afforded
forward- looking statements under the Private Securities Litigation
Reform Act of 1995. Forward-looking statements may generally be
identified by the use of forward- looking terms such as "may,"
"should," "projects," "forecasts," "seeks," "believes," "expects,"
"anticipates," "estimates," "intends," "plans," "targets,"
"optimistic," "likely," "will," "would," "could," or similar terms.
Forward-looking statements address the Company's business, results
of operations, financial condition, significant accounting policies
and management judgments, among other things, and include
statements based on current expectations, estimates, forecasts and
projections. There are many risks and uncertainties that could
cause actual results or outcomes to differ materially from those
described in the forward-looking statements, some of which are
beyond the Company's control, including inherent economic risks,
changes in prevailing governmental policies and regulatory actions,
and litigation risks inherent in the Company's business. For
further information on these and other risks and uncertainties, see
the Company's Securities and Exchange Commission ("SEC") filings,
including the Company's Annual Report on Form 10-K for its fiscal
year ended November 30, 2006. Copies of this document as well as
other SEC filings can be obtained from the Company's website at
http://www.omnova.com/. The Company assumes no obligation to
publicly update or revise any forward-looking statements made
herein or any other forward-looking statements made by the Company,
whether as a result of new information, future events or otherwise.
OMNOVA Solutions Inc. is a technology-based company with 2006 sales
of approximately $700 million and a current workforce of 1,700
employees worldwide. The Company is an innovator of emulsion
polymers, specialty chemicals, and decorative and functional
surfaces for a variety of commercial, industrial and residential
end uses. Visit OMNOVA Solutions on the internet at
http://www.omnova.com/. DATASOURCE: OMNOVA Solutions Inc. CONTACT:
Sandi Noah, Communications, +1-330-869-4292, or Michael Hicks,
Investor Relations, +1-330-869-4411, both of OMNOVA Solutions Inc.
Web site: http://www.omnova.com/
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