Penske Automotive Group, Inc. (NYSE: PAG), an international automotive retailer, today announced that holders of approximately $317.7 million aggregate principal amount (representing approximately 85%) of the 7.75% senior subordinated notes due 2016 (the “2016 Notes”) validly tendered their Notes prior to the early tender deadline of 5:00 p.m. on August 27, 2012.
Those holders who validly tendered their 2016 Notes received an aggregate of $336.2 million, consisting of the total consideration of $1,042.50 per $1,000 principal amount of the 2016 Notes, which included an early tender premium/consent payment of $10.00 per $1,000 principal amount of the 2016 Notes, and accrued and unpaid interest on the 2016 Notes up to, but not including, the payment date.
In connection with the tender offer, the Company solicited consents (“Consents”) from the 2016 Noteholders to amend the indenture governing the 2016 Notes (the “Amendments”). Since the Company received Consents from greater than a majority in aggregate principal amount of the outstanding 2016 Notes, it has executed a supplemental indenture to the indenture governing the 2016 Notes giving effect to the Amendments, which, among other modifications, eliminates substantially all of the restrictive covenants and certain event of default provisions contained therein. After the purchase by the Company of all 2016 Notes validly tendered and not validly withdrawn prior to the early tender deadline, $57.3 million in aggregate principal amount of the 2016 Notes remain outstanding.
Continuing Tender OfferHolders who validly tender their 2016 Notes after 5:00 p.m. on August 27, 2012, but on or prior to the end of the day, 12:00 midnight, on September 11, 2012, will receive the tender offer consideration of $1,032.50 per $1,000 principal amount of the 2016 Notes, plus any accrued and unpaid interest on the 2016 Notes up to, but not including, the final payment date, but will not receive the early tender premium/consent payment noted above. The continuing tender offer is conditioned upon the satisfaction of certain customary conditions.