CCU also announced today the early tender results of its previously announced private offer (the “Exchange Offer”) to holders of CCU’s outstanding 10.75% Senior Cash Pay Notes due 2016 (the “Outstanding Cash Pay Notes”) and 11.00%/11.75% Senior Toggle Notes due 2016 (the “Outstanding Toggle Notes” and collectively with the Outstanding Cash Pay Notes, the “Outstanding Notes”) to exchange any and all Outstanding Notes for its newly issued Senior Notes due 2021 (the “New Notes”). The New Notes will be issued as “additional notes” under the indenture governing CCU’s outstanding Senior Notes due 2021 that were issued on June 21, 2013 (the “Existing 2021 Notes”).
The Exchange Offer, which is only available to holders of Outstanding Notes that have certified their status as (i) both a “qualified institutional buyer” as that term is defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) and an institutional “accredited investor” as that term is defined in Rule 501(a)(1), (2), (3) or (7) under the Securities Act, or (ii) not a “U.S. person” as that term is defined in Rule 902 under the Securities Act (each, an “Eligible Holder”), is being made pursuant to an Offering Circular dated November 25, 2013 (the “Offering Circular”), and is exempt from registration under the Securities Act.
As of the previously announced early tender date of 5:00 p.m., New York City time, on December 9, 2013 (the “Early Tender Date”), approximately $353.3 million in aggregate principal amount (or approximately 78.8 percent) of the Outstanding Cash Pay Notes and approximately $212.1 million in aggregate principal amount (or approximately 62.4 percent) of the Outstanding Toggle Notes had been validly tendered and not withdrawn. As a result, the aggregate principal amount of New Notes that will be issued, based on current participation, will be approximately $621.9 million.
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