Noranda Aluminum Acquisition Corporation (“Noranda”), a leading North American integrated producer of value-added primary aluminum products, today announced that the Early Tender Date (as defined below) in respect of its previously announced modified “Dutch Auction” tender offer (the “Offer”) for a portion of its outstanding Senior Floating Rate Notes due 2015 (the “Notes”) expired at 5:00 p.m., New York City time, on March 7, 2012 (the “Early Tender Date”).
As of the Early Tender Date, Noranda received valid tenders from holders of $288.4 million in aggregate principal amount of the Notes at various bid prices within the acceptable bid price range of $950.00 to $997.50 per $1,000 principal amount. The aggregate amount of Notes validly tendered and not withdrawn at the Early Tender Date exceeded the Tender Cap ($75 million in aggregate principal amount of the Notes); therefore, Noranda will accept for purchase Notes validly tendered in the Offer below the Clearing Price (as defined in the Offer to Purchase) and will accept for purchase Notes validly tendered in the Offer at the Clearing Price on a prorated basis as described in the Offer to Purchase with a proration factor of 32.3%.
Holders who validly tendered and did not validly withdraw their Notes at or prior to the Early Tender Date and whose Notes are accepted for payment will receive the Total Consideration of $985 per $1,000 principal amount, which includes the Early Tender Payment of $30 per $1,000 principal amount of Notes. Holders whose Notes are accepted by Noranda for purchase pursuant to the Offer will also receive accrued and unpaid interest on their Notes accepted for purchase, up to, but excluding, the Early Payment Date (as defined below). Payment of the Total Consideration and accrued and unpaid interest to such Holders will take place on or about March 8, 2012, subject to the satisfaction or waiver of the conditions specified in the Offer to Purchase (the “Early Payment Date”).