Elan Corporation, plc (“Elan”) (NYSE: ELN) announced today the results, as of 11:59 p.m., Eastern time, on October 5, 2012 (the “Consent Payment Deadline”), of the cash tender offer and consent solicitation (the “Tender Offer and Consent Solicitation”), commenced on September 24, 2012, by its wholly-owned subsidiaries, Elan Finance public limited company (“Elan Finance”) and Elan Finance Corp. (“Elan Corp.” and together with Elan Finance, the “Co-Issuers”), to purchase any and all of their outstanding 8.75% Senior Notes due 2016 issued on October 2, 2009 (the “2009 Notes”) and 8.75% Senior Notes due 2016 issued on August 17, 2010 (the “2010 Notes” and, together with the 2009 Notes, the “Notes”).
As of the Consent Payment Deadline, the Co-Issuers had received tenders and consents in respect of (i) $439.5 million aggregate principal amount of 2009 Notes, representing approximately 93.10% of the outstanding aggregate principal amount of the 2009 Notes, and (ii) $141.3 million aggregate principal amount of 2010 Notes, representing approximately 92.69% of the outstanding aggregate principal amount of the 2010 Notes, all of which have been accepted for purchase. The holders of the accepted Notes will be entitled to receive “Total Consideration” of $1,093.34 per $1,000 of principal amount tendered, which amount includes a consent payment of $40.00 per $1,000 principal amount of Notes tendered. In addition to the Total Consideration, holders of accepted Notes will receive accrued and unpaid interest from and including the most recent interest payment date, and up to, but excluding, October 9, 2012 (the “Early Settlement Date”). Payment is expected to be made on the Early Settlement Date.
Elan also announced that it had received consents from holders representing a majority in aggregate principal amount outstanding of each of the 2009 Notes and the 2010 Notes to adopt the proposed amendments to the indentures governing each of the 2009 Notes and the 2010 Notes. Elan and the Co-Issuers will enter into supplemental indentures effecting the proposed amendments with respect to each series of Notes, but the proposed amendments will not become effective until payment for the applicable series of Notes has been made.
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