Stewart Enterprises Announces Required Consents Received In Its Consent Solicitation From Holders Of Its 6.50% Senior Notes Due 2019
JEFFERSON, La., June 12, 2013 (GLOBE NEWSWIRE) -- Stewart Enterprises, Inc. (Nasdaq:STEI) announced today that its previously announced consent solicitation with respect to its 6.50% Senior Notes due 2019 (CUSIP No. 860370AM7 / ISIN No. US860370AM78) (the "Notes") has been successful and that it has obtained the required consents contingent upon consummation of the transaction to (a) waive the requirement under the Indenture (defined below) to make a change of control offer to repurchase the Notes in connection with the previously announced proposed acquisition (the "Acquisition") of Stewart by Service Corporation International ("SCI") (NYSE:SCI) (the "Proposed Waiver"); and (b) amend Stewart's reporting obligations (the "Proposed Amendment" and together with the Proposed Waiver, the "Proposed Waiver and Amendment") under the Indenture.
A supplemental indenture, dated June 12, 2013, (the "Supplemental Indenture") to the indenture governing the Notes, dated as of April 18, 2011 (the "Indenture"), by and among Stewart, certain of its subsidiaries as guarantors and U.S. Bank National Association, as trustee (the "Trustee") giving effect to the Proposed Waiver and Amendment has been entered into.
In consideration for the consents to the Proposed Waiver and Amendment, Stewart will pay to the paying agent, on behalf of holders of Notes who delivered valid and unrevoked consents to the Proposed Waiver and Amendment on or prior to 5:00 p.m., New York City time, on June 12, 2013 (the "Expiration Date"), an aggregate cash payment equal to $2.50 per $1,000 principal amount of Notes for which such consents are validly delivered and unrevoked, 50% of which will be payable promptly after the Expiration Date (the "Initial Payment") and the remaining 50% of which will be payable, if at all, promptly after the consummation of the Acquisition (the "Final Payment"). The Consent Solicitation will expire at the Expiration Date.Upon the consummation of the Acquisition, SCI will, promptly following the closing of the Acquisition, issue a full and unconditional guarantee of the Notes (the "Guarantee") as further consideration for consents to the Proposed Waiver and Amendment.
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