Leonardo announces early tender results of offers to purchase certain U.S. dollar denominated notes
Leonardo and its subsidiary Leonardo US Holding, Inc. (the “Company”) today announce the early tender results of the Company’s offers to purchase (the “Offers”) its outstanding 7.375% Guaranteed Notes due 2039 (the “2039 Notes”) and its outstanding 6.250% Guaranteed Notes due 2040 (the “2040 Notes” and together with the 2039 Notes, the “Tender Offer Notes” and each a "Series") guaranteed by Leonardo S.p.a. (the “Guarantor”). The terms and conditions of the Offers are described in an offer to purchase (the “Offer to Purchase”) dated 15 November 2017, subject to an increase in the Maximum Tender Cap described below. Terms not defined in this announcement have the meanings given to them in the Offer to Purchase.
According to information provided by D.F. King & Co., Inc., the information and tender agent for the Offers, $511,417,000 aggregate principal amount of the Notes were validly tendered prior to or at the Early Tender Time and not validly withdrawn. This amount includes $182,015,000 aggregate principal amount of the 2039 Notes and $329,402,000 aggregate principal amount of the 2040 Notes. The Company has amended the Offers to increase the maximum combined aggregate principal amount of Tender Offer Notes that it is offering to purchase (the “Maximum Tender Cap”) from $200 million to $300 million. Because the Maximum Tender Cap, as amended, has been exceeded, both Series of Notes will be pro-rated on an equal basis as described in the Offer to Purchase and, therefore, $106,126,000 aggregate principal amount of the 2039 Notes and $193,874,000 aggregate principal amount of the 2040 Notes will be accepted. The pro-ration factor applicable to each series is approximately 57.5317%.
In accordance with the terms of the Offers, the withdrawal deadline was 5 p.m., New York City time, on 29 November 2017. As a result, tendered Notes may no longer be withdrawn. The Offers are scheduled to expire at 11:59 p.m., New York City time, on 13 December 2017. Because the Maximum Tender Cap, as amended, has been reached, the Company does not expect to accept for purchase any Notes tendered after the Early Tender Time.
The Early Settlement Date for Notes validly tendered at or prior to the Early Tender Time and accepted for purchase is expected to occur on 4 December 2017. Payments for Notes that are validly tendered and accepted for purchase will include accrued and unpaid interest from the last interest payment date for the Notes up to, but not including, the Early Settlement Date.
Leonardo, in line with its disciplined financial strategy and in order to optimize the capital structure of its US subsidiary, took advantage of favorable market conditions to reduce the gross debt level and interest expences to be paid over the remaining life of the bonds. The Net Present Value of the transaction is approximately $195 million.
The 2039 Notes have the following ISIN/CUSIP numbers: 583491AB1 / US583491AB16 / U58200AB9 / USU58200AB97. The 2040 Notes have the following ISIN/CUSIP numbers: 583491AC9 / US583491AC98 / U58190AA4 / USU58190AA41.