Westway Group, Inc. Announces Successful Completion of Tender Offer for Publicly Traded Warrants
September 22 2010 - 8:15AM
Westway Group, Inc. (Nasdaq:WWAY) ("Westway"), today announced the
expiration and final results of its previously-announced tender
offer to purchase up to 45,999,900 of its publicly-traded warrants,
each exercisable into one share of Westway common stock for $5.00
per share (Nasdaq:WWAYW). The tender offer expired at 12:00
midnight, New York City time, on September 21, 2010. The
tender offer was made pursuant to the Amended and Restated Offer to
Purchase and Exchange document, as amended, relating to the tender
offer that was originally filed with the Securities and Exchange
Commission (the "SEC") on September 8, 2010.
The terms of the tender offer provided that Westway's obligation
to purchase warrants tendered pursuant to the tender offer was
subject to, among other conditions, the condition that there were
validly tendered and not withdrawn before the expiration of the
tender offer, an aggregate number of warrants representing at least
70% of the total number of warrants outstanding (excluding
1,400,000 warrants included in units which representatives of
underwriters in Westway's initial public offering have an option to
purchase (the "Underwriter Warrants") and 5,214,286 warrants issued
to Westway's founders in a private placement in connection with
Westway's initial public offering (the "Founder Warrants"), both of
which classes of warrants are not subject to the tender offer).
This condition has been satisfied.
Westway has been advised by the depositary that 34,107,870
warrants, representing approximately 74% of the total number of
warrants eligible to be tendered in the tender offer, were validly
tendered and not withdrawn. Westway accepted for purchase all
of these warrants for an aggregate purchase price of $4,427,330.70
and 1,716 shares of Westway's class A common stock, excluding fees
and expenses related to the tender offer.
Payment for the warrants accepted for purchase under the tender
offer will be made promptly by the depositary. Following the
completion of the tender offer, Westway will have approximately
11,892,030 warrants outstanding, excluding the Underwriter Warrants
and the Founder Warrants.
The information agent for the tender offer is Morrow & Co.,
LLC and the depositary for the tender offer is Continental Stock
Transfer & Trust Company.
Additional Information. This press
release is for informational purposes only and is not an offer to
purchase or a solicitation of an offer to sell securities.
The tender offer described above was made only pursuant to a tender
offer statement on Schedule TO, as amended, and related exhibits,
including the Amended and Restated Offer to Purchase and Exchange,
Amended and Restated Letter of Transmittal and other related
documents, filed with the SEC. Warrant holders should read
the tender offer statement on Schedule TO, as amended, Amended and
Restated Offer to Purchase and Exchange, Amended and Restated
Letter of Transmittal and related exhibits, as they contain
important information about the tender offer. Warrant holders
can obtain these documents free of charge from the SEC's website at
www.sec.gov, or by directing a request to the information agent for
the offer, Morrow & Co., LLC, toll-free (800) 662-5200 (banks
and brokers may call collect at (203) 658-9400).
About Westway Group, Inc. Westway is a
leading provider of bulk liquid storage and related value-added
services and a leading manufacturer and distributor of liquid
animal feed supplements. Westway operates an extensive global
network of 62 operating facilities providing approximately 354
million gallons of total bulk liquid storage capacity and 37
facilities producing approximately 1.5 million tons of liquid feed
supplements annually. Our bulk liquid storage business is a
global business with infrastructure that includes a network of
terminals offering storage to manufacturers and consumers of
agricultural and industrial liquids, located at key port and
terminal locations throughout North America and in Western Europe
and Asia. Our liquid feed supplements business produces
liquid animal feed supplements that are sold directly to end users
and feed manufacturers, primarily supplying the beef and dairy
livestock industries.
The Westway Group, Inc. logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=7654
CONTACT: Westway Group, Inc.
Thomas A. Masilla, Jr., Chief Financial Officer
504-636-4245
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