Global Ship Lease Announces Annual Mandatory Offer to Purchase up to $20 Million of First Priority Secured Notes
November 09 2018 - 4:15PM
Global Ship Lease, Inc. (NYSE: GSL) (the “Company”) today announced
that it is commencing a cash tender offer (the “Annual Mandatory
Offer”) to purchase up to $20 million aggregate principal amount
(the “Maximum Offer Amount”) of its outstanding 9.875% First
Priority Secured Notes due 2022 (the “Notes”) at a purchase price
of 102% of the aggregate principal amount thereof plus accrued and
unpaid interest to, but not including, the purchase date.
The Annual Mandatory Offer is being made pursuant to
requirements set forth in the indenture governing the Notes that
require the Company to offer to purchase Notes, to the extent
indebtedness under the New Term Loan Facility remains outstanding,
up to an amount equal to $20 million with respect to this offer and
subject to certain limitations, within 30 days following November
15 of each year.
The Company is expected to have indebtedness under the New Term
Loan Facility as of November 15, 2018.
The Annual Mandatory Offer will expire at 5:00 p.m., New York
City time, on December 10, 2018, unless extended by the Company, in
its sole discretion (the “Offer Expiration Date”). If the aggregate
amount with respect to the Notes validly tendered (and not validly
withdrawn) in the Annual Mandatory Offer exceeds the Maximum Offer
Amount, the trustee under the indenture governing the Notes will
select the Notes to be accepted for purchase on a pro rata basis
(with such adjustments as may be needed so that only Notes in
minimum amounts of $200,000 and integral multiples of $1,000 in
excess thereof will be so purchased). Tenders of the Notes
must be made on or prior to the Offer Expiration Date and may be
validly withdrawn at any time on or prior to the Offer Expiration
Date.
To the extent that the principal amount of Notes validly
tendered and not properly withdrawn pursuant to the offer is less
than the Maximum Offer Amount by an amount that is equal to or
greater than a de minimis amount of $500,000, the Company shall be
required to pay indebtedness under the New Term Loan Facility to
ensure that the aggregate principal amount of Notes repurchased and
New Term Loan Facility repaid shall be at least equal to $40.0
million.
The Annual Mandatory Offer is being made pursuant to an Offer to
Purchase, dated November 9, 2018, and related documents
(collectively, the “Offer Documents”), which set forth the complete
terms and conditions of the Annual Mandatory Offer. The Annual
Mandatory Offer is made only by and pursuant to the terms set forth
in the Offer Documents, and the information in this press release
is qualified by reference to those documents. Subject to applicable
law, the Company may amend, extend or terminate the Annual
Mandatory Offer.
This press release is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
any Notes.
THE ANNUAL MANDATORY OFFER IS BEING MADE ONLY PURSUANT TO THE
OFFER DOCUMENTS THAT THE COMPANY WILL DISTRIBUTE TO ITS NOTEHOLDERS
AND NOTEHOLDERS SHOULD READ CAREFULLY THE OFFER DOCUMENTS BECAUSE
THEY CONTAIN IMPORTANT INFORMATION, INCLUDING THE VARIOUS TERMS OF,
AND CONDITIONS TO, THE ANNUAL MANDATORY OFFER. NOTEHOLDERS ARE
URGED TO CAREFULLY READ THESE MATERIALS PRIOR TO MAKING ANY
DECISION WITH RESPECT TO THE ANNUAL MANDATORY OFFER.
Any questions regarding the procedures for tendering Notes
should be directed to the Depositary Agent for the Annual Mandatory
Offer, Global Bondholder Services Corporation, toll-free at (866)
807-2200 (banks and brokers call (212) 430-3774) or 65 Broadway,
Suite 404, New York, NY 10006.
About Global Ship Lease
Global Ship Lease is a containership charter
owner. Incorporated in the Marshall Islands, Global Ship Lease
commenced operations in December 2007 with a business of owning and
chartering out containerships under mainly long-term, fixed-rate
charters to top tier container liner companies.
As of September 30, 2018, Global Ship Lease
owned 19 vessels with a total capacity of 85,136 TEU and an average
age, weighted by TEU capacity, of 13.7 years. All 19 vessels are
fixed on time charters, 17 of which are with CMA CGM. The average
remaining term of the charters at September 30, 2018 was 2.0 years
or 2.4 years on a weighted basis.
Safe Harbor Statement
This press release contains forward-looking
statements. Forward-looking statements provide the Company’s
current expectations or forecasts of future events. Forward-looking
statements include statements about the Company’s expectations,
beliefs, plans, objectives, intentions, assumptions and other
statements that are not historical facts. Words or phrases such as
“anticipate,” “believe,” “continue,” “estimate,” “expect,”
“intend,” “may,” “ongoing,” “plan,” “potential,” “predict,”
“project,” “will” or similar words or phrases, or the negatives of
those words or phrases, may identify forward-looking statements,
but the absence of these words does not necessarily mean that a
statement is not forward-looking. These forward-looking statements
are based on assumptions that may be incorrect, and the Company
cannot assure you that the events or expectations included in these
forward-looking statements will come to pass. Actual results could
differ materially from those expressed or implied by the
forward-looking statements as a result of various factors,
including the factors described in “Risk Factors” in the Company’s
Annual Report on Form 20-F and the factors and risks the Company
describes in subsequent reports filed from time to time with the
U.S. Securities and Exchange Commission. Accordingly, you should
not unduly rely on these forward-looking statements, which speak
only as of the date of this press release. The Company undertakes
no obligation to publicly revise any forward-looking statement to
reflect circumstances or events after the date of this press
release or to reflect the occurrence of unanticipated events.
Investor and Media Contact:The IGB GroupBryan
Degnan646-673-9701orLeon Berman212-477-8438
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