Pursuant to their previously announced tender offer and consent solicitation, RBS Global, Inc. and Rexnord LLC (the “Issuers”), which are wholly owned subsidiaries of Rexnord Corporation (“Rexnord”) (NYSE:RXN), received tenders from the holders of $977,947,000 aggregate principal amount, or approximately 85.41% of the outstanding amount, of their 8½% Senior Notes due 2018 (the “Notes”) by the early tender payment deadline, August 20, 2013 at 5:00 p.m., New York City time (the “Early Tender Time”).
The complete terms and conditions of the tender offer for the Notes are detailed in the Issuers’ Offer to Purchase and Consent Solicitation dated August 7, 2013, as supplemented August 8, 2013, and the related Consent and Letter of Transmittal (together, the “Offer Documents”).
Pursuant to the terms of the Offer Documents, the Issuers have accepted for purchase $977,947,000 aggregate principal amount, or approximately 85.41%, of the Notes. Each holder who validly tendered its Notes prior to the Early Tender Time received, on Wednesday, August 21, 2013, the total consideration of $1,096.90 per $1,000 principal amount of the Notes tendered, which includes $1,066.90 as the tender offer consideration and $30.00 as a consent payment. In addition, accrued and unpaid interest up to, but not including, August 21, 2013 was paid in cash on all validly tendered and accepted Notes.
On August 21, 2013, the Issuers also issued a notice of redemption for the $167,053,000 principal amount of Notes not accepted by the Issuers pursuant to the Offer to Purchase at a redemption price equal to 100% of the principal amounts of such Notes plus the Applicable Premium (as defined in the Indenture, dated as of April 28, 2010 (as amended and supplemented to the date hereof, the “Indenture”), among the Issuers, the guarantors named therein and Wells Fargo Bank, National Association, as trustee (the “Trustee”)) as of the redemption date, and accrued and unpaid interest to, but not including, the redemption date, and irrevocably deposited with the Trustee an amount sufficient to redeem such Notes, thereby discharging their obligations under the Notes and the Indenture in accordance with the provisions of the Indenture. The redemption of the Notes will occur on September 20, 2013.
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