Lexmark announces commencement of change of control offer to purchase its Senior Notes due 2020
Dec 13, 2016
LEXINGTON, Ky., Dec. 13, 2016 /PRNewswire/ -- Lexmark International, Inc., a global technology leader, today announced that, as a result of the merger with Ninestar Lexmark Company Limited consummated on Nov. 29, 2016, it has commenced an offer to purchase any and all of its outstanding Senior Notes due 2020 (the Notes). The offer is scheduled to expire at 5 p.m., New York City time, on Jan. 12, 2017.
The company today gave notice to the holders of the Notes that each holder has the right to require the company to purchase any and all of such holder's Notes as a result of the consummation of the merger and the occurrence of a Rating Event (as defined in the indenture governing the Notes).
Pursuant to the indenture governing the Notes, a holder who validly tenders its Notes prior to Jan. 12, 2017, and does not withdraw such Notes prior to the close of business on Jan. 12, 2017, will be entitled to receive 101.000 percent of the principal amount of such Notes, plus accrued and unpaid interest up to, but not including, the date of payment. The date of payment for the Notes is currently scheduled to be Jan. 23, 2017. The terms and conditions of the offer are described in greater detail in the Change of Control Notice and Offer to Purchase (the Offer to Purchase) and the related Letter of Transmittal.
All questions regarding the offer and requests for copies of the Offer to Purchase, the related Letter of Transmittal or other related materials should be directed to D.F. King & Co., Inc., the information agent and tender agent for the offer, at 800-628-8532 (toll-free) or 212-269-5550, or by email at [email protected].
This press release is neither an offer to purchase nor a solicitation of an offer to sell any Notes. The offer is made only by, and pursuant to the terms of, the Offer to Purchase and the related Letter of Transmittal. None of the representatives or employees of the company, Ninestar Holdings Company Limited (the company's parent company as a result of the merger), the trustee under the indenture, the securities administrator under the indenture, or D.F. King & Co., Inc. makes any recommendations as to whether holders should tender their Notes pursuant to the offer, and no one has been authorized by any of them to make such recommendations. Holders must make their own decisions as to whether to tender Notes and, if so, as to the principal amount of Notes to tender.
Holders of Notes should read carefully the Offer to Purchase and the related Letter of Transmittal, as they contain important information as to the procedures and timing for tendering Notes.
For the past 25 years, Lexmark International, Inc. has produced innovative printing and imaging products, software, business process solutions and services for customers in over 170 countries across the globe. Each of Lexmark's 13,000 employees is driven to make every client a "customer for life" through the company's industry-leading technology and world-class customer service. In 2015, Lexmark reported more than $3.5 billion in revenue.
Caution concerning forward-looking statements
This release contains certain forward-looking statements. Forward-looking statements may be identified by words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," "will" or words of similar meaning. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events, and are therefore subject to risks and uncertainties, which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. The company undertakes no obligation to publicly update or review any forward-looking information, whether as a result of new information, future developments or otherwise.
SOURCE Lexmark International, Inc.
For further information: Sherlyn Manson, (816) 863-0532, [email protected]