Navios Maritime Holdings Inc. Announces Expiration of Early Tender Deadline in Tender Offer for Its 8 1/8% Senior Notes Due 2...
November 21 2017 - 4:02PM
Navios Maritime Holdings Inc. (“Navios Holdings”) (NYSE:NM)
announced today that the early tender deadline expired on November
20, 2017 under the previously announced cash tender offer (the
“Tender Offer”) of Navios Holdings and its wholly-owned subsidiary,
Navios Maritime Finance II (US) Inc. (“Navios Finance,” and
together with Navios Holdings, the “Co-Issuers”) for any and all of
their outstanding 8 1/8% Senior Notes due 2019 (the “2019 Notes”)
issued pursuant to the indenture dated as of January 28, 2011, as
amended, among the Co-Issuers, each of the guarantors party thereto
and Wells Fargo Bank, National Association, as trustee (the
“Trustee”).
On November 21, 2017, the Co-Issuers accepted for payment, and
paid for, all 2019 Notes validly tendered and not validly withdrawn
prior to the early tender deadline, comprising $266,261,000 in
aggregate principal amount (representing approximately 91.47%) of
outstanding 2019 Notes. After the purchase by the Co-Issuers of all
2019 Notes validly tendered and not validly withdrawn prior to the
early tender deadline, $24,833,000 in aggregate principal amount of
2019 Notes remains outstanding.
Any 2019 Notes validly tendered after the early tender deadline
but before the expiration of the Tender Offer will be eligible to
receive the tender offer consideration of $973.75 per $1,000
principal amount of 2019 Notes, plus accrued and unpaid interest
to, but not including, the final payment date for the tendered 2019
Notes, but not the early tender premium. The Tender Offer remains
open and is scheduled to expire at 12:00 midnight, New York City
time, on December 5, 2017, unless extended by the Co-Issuers (the
“Expiration Time”). Other than as required by applicable law,
tendered 2019 Notes may not be withdrawn. The Co-Issuers currently
expect to have a final payment date promptly following the
Expiration Time for any 2019 Notes tendered after the early tender
deadline.
The terms of the Tender Offer are described in the Co-Issuers’
Offer to Purchase dated November 6, 2017 (the “Offer to
Purchase”).
The Co-Issuers also announced that they will redeem for cash, on
December 21, 2017, all 2019 Notes that remain outstanding after
completion of the Tender Offer, at a redemption price of $1,000 per
$1,000 principal amount of 2019 Notes, plus accrued and unpaid
interest to, but not including, that redemption date. The
Co-Issuers issued a notice of redemption on November 21, 2017 to
redeem the remaining outstanding 2019 Notes pursuant to the
redemption and satisfaction and discharge provisions of the
Indenture. This press release does not constitute a notice of
redemption.
The Co-Issuers have engaged Morgan Stanley & Co. LLC to act
as dealer manager in connection with the Tender Offer. The
Co-Issuers have engaged D. F. King & Co., Inc. to act as
information agent and tender agent in connection with the Tender
Offer. Questions regarding the Tender Offer may be directed to
Morgan Stanley & Co. LLC, at (800) 624-1808 (toll-free) or
(212) 761-1057 (collect). Requests for documentation relating to
the Tender Offer may be directed to D. F. King & Co., Inc., at
(800) 669-5550 (toll-free) or (212) 269-5550 (collect).
None of the Co-Issuers, D. F. King & Co., Inc., the dealer
manager or the Trustee is making any recommendation as to whether
holders should tender the 2019 Notes in response to the Tender
Offer.
This press release is for informational purposes only and does
not constitute a notice of redemption, nor does it constitute an
offer to sell or the solicitation of an offer to buy any securities
of the Co-Issuers. The Tender Offer is being made solely pursuant
to the Offer to Purchase which sets forth the complete terms of the
Tender Offer. The Tender Offer is not being made to holders of 2019
Notes in any jurisdiction in which the making of, or acceptance of,
the Tender Offer would not be in compliance with the laws of such
jurisdiction.
About Navios Maritime Holdings Inc.
Navios Maritime Holdings Inc. (NYSE:NM) is a global, vertically
integrated seaborne shipping and logistics company focused on the
transport and transshipment of dry bulk commodities including iron
ore, coal and grain. For more information about Navios Holdings
please visit our website: www.navios.com.
Forward-Looking Statements
This press release contains forward-looking statements (as
defined in Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended)
concerning future events and Navios Holdings’ subsidiaries. Words
such as “expects,” “intends,” “plans,” “believes,” “anticipates,”
“hopes,” “estimates,” and variations of such words and similar
expressions are intended to identify forward-looking statements.
Such statements include statements related to the Tender Offer,
including the Expiration Time and possible completion of the Tender
Offer and the redemption of the 2019 Notes. Although Navios
Holdings believes that the expectations reflected in such
forward-looking statements are reasonable, no assurance can be
given that such expectations will prove to have been correct. These
statements involve known and unknown risks and are based upon a
number of assumptions and estimates which are inherently subject to
significant uncertainties and contingencies, many of which are
beyond the control of Navios Holdings. Actual results may differ
materially from those expressed or implied by such forward-looking
statements. Navios Holdings expressly disclaims any obligations or
undertaking to release publicly any updates or revisions to any
forward-looking statements contained herein to reflect any change
in Navios Holdings’ expectations with respect thereto or any change
in events, conditions or circumstances on which any statement is
based.
Contact:
Navios Maritime Holdings Inc. +1.212.906.8643
investors@navios.com
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