Daniel Webster, dWeb.News Publisher
GREENWICH, Conn., Nov. 24, 2021 /PRNewswire/ — Strategic Value Excelsior Fund AIV, L.P. and Dime Aggregator LP (the “Purchasers”), funds managed by Strategic Value Partners, LLC, today announced early tender results for the tender offer to purchase for cash up to 7,103,819 Stapled Units (as defined below) of Washington Prime Group LLC (the “Company”) not already owned by the Purchasers or their affiliates (the “Offer”). The Company’s shares can only be transferred in stapled units consisting of one Series A-1 Share or one Series B-1 share and one Series C-1Share (each group being a “Stapled Unit”)
The terms and conditions of the Offer are described in the Offer to Purchase, dated November 9, 2021 (as it may be amended or supplemented, the “Offer to Purchase”). The meaning of any capitalized terms herein is not defined.
The Purchasers have been advised that as of 5: 00 p.m. (New York City time) on November 23, 2021 (such date and time, the “Early Tender Date”), 2,530,278 Stapled Units had been validly tendered pursuant to the Offer, based on the preliminary count by American Stock Transfer & Trust Co. LLC, the Depositary for the Offer. The 2,530,278 Stapled Units tendered represent 28.2% of the Stapled Units outstanding that are not already owned by the Purchasers or their affiliates. The Purchasers expect to accept and purchase all Stapled Units validly tendered at or prior to the Early Tender Date on December 2, 2021 (the “Early Settlement Date”).
The total consideration payable to holders for each Stapled Unit validly tendered at or prior to the Early Tender Date and purchased pursuant to the Offer will be $25. 75 (the “Total Offer Price”). The total offer price includes an early tender payment $0. 75 per Stapled Unit (the “Early Tender Premium”).
The Purchasers have decided, at their sole discretion to extend the Early Tender Premium for all valid tenders submitted in the Offer prior to the Expiration Day. This includes those that are tendered after the Expiration Date. Therefore the Total Offer Price of $25. 75 will be paid for all Stapled Units validly tendered at or prior to the Expiration Date and purchased pursuant to the Offer. The Offer to Purchase contains all other terms. Proration of acceptance will be required for any Stapled Units validly tendered at or prior to the Expiration Date.
The final expiration of the Offer remains scheduled for 11: 59 p.m., New York City time, on December 8, 2021, unless extended or terminated earlier by the Purchasers (such date and time, as the same may be extended, the “Expiration Date”).
The Offer does not require that a minimum number be offered. However, there are other terms and conditions in the Offer to purchase and the Letter of Transmittal.
D. F. King & Co., Inc. will serve as the Information Agent for this Offer. Evercore Group L.L.C. The Offer’s Dealer Manager is Evercore Group L.L.C. American Stock Transfer & Trust Company, LLC acts as the Depositary.
None of the Purchasers or the Dealer Manager or the Information Agent, or their respective affiliates, are making any recommendation as to whether or not you should tender Stapled Units under the Offer. Any person is not authorized to make such a recommendation. Holders are responsible for making their own decisions about whether or not to tender their Stapled Units. Holders should carefully read the Offer to Buy and the Letter of Transmittal, as they could be amended or supplemented. This includes the purpose and effect of the offer. The holders are encouraged to consult their tax advisors, financial advisors, and/or brokers about their decisions.
NEWS RELEASE FOR INFORMATIONAL PURPOSES ONLY
This news release is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any securities. The Offer to Purchase and the Letter of Transmittal are the only documents that constitute the offer. They may be amended or supplemented at any time. The Offer to Purchase and the Letter of Transmittal are the only documents that constitute the offer. They contain valuable information. Holders may obtain these documents from D. F. King & Co., Inc., the information agent for the tender offer, by telephone at: (866) 796-7184 (toll-free), by email at: [email protected] or in writing to: 48 Wall Street, 22nd Floor, New York, NY 10005; or from Evercore Group L.L.C., the dealer manager for the tender offer, by telephone at: (888) 474-0200 (toll-free) or in writing to: 55 East 52nd Street, 35th Floor, New York, NY 10055.
This announcement may contain “forward-looking statements,” including, but not limited to, the Offer and the details thereof. Forward-looking statements are generally identified by words like “believe”, “anticipate”, “intend”, “estimate”, and “will”, as well as the use of words like “believe”, FORWARD-LOOKING STATEMENTS
This announcement may contain “forward-looking statements” including, but not limited to, the Offer and its details. Forward-looking statements also include statements that relate to future events and circumstances, including projections, expectations, projections, or other characterizations thereof. These forward-looking statements might not be suitable for other purposes. We have made certain statements previously. However, this announcement contains forward-looking statements. These cautionary statements apply to all statements that contain forward-looking statements. These statements reflect our current beliefs and expectations. These forward-looking statements reflect our current expectations and beliefs. However, there are risks and uncertainties that can be caused by these statements. Forward-looking statements are made based on certain assumptions and material factors. These statements assume that actual results, risks, or events will not differ materially from the statements. Actual results could differ materially from the ones implied or expressed in these statements.
Investors and others should carefully review the factors in the Offer to Purchase as well as other possible events and uncertainties before relying upon forward-looking statements. These forward-looking statements are made as of the date they were made. These forward-looking statements are not subject to revision or updating by the Purchasers to reflect changes or outcomes or other events after the date of this announcement. The Purchasers warn that it is impossible to predict all factors that could impact forward-looking statements and that the factors listed in the Offer to Buy are not complete and should not be considered an exhaustive list of all possible risks and uncertainties.
SOURCE Strategic Value Partners, LLC
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