Posted on May 25, 2017
Great Lakes Dredge & Dock Corporation (NASDAQ:GLDD) announced today the results of its previously-announced cash tender offer to purchase any and all of the $275 million aggregate principal amount of 7.375% Senior Notes due 2019. The terms and conditions of the Tender Offer, which expired at 5:00 p.m., New York City time, on Friday, May 19, 2017, are described in the Offer to Purchase, dated May 12, 2017, and the related Notice of Guaranteed Delivery.
According to information provided by D.F. King & Co., Inc. the information and tender agent for the Tender Offer, $185,901,000 aggregate principal amount of the outstanding Notes (or 67.6%) were validly tendered at or prior to the Expiration Time and not validly withdrawn, which amounts exclude tenders of an additional $407,000 aggregate principal amount of outstanding Notes that remain subject to guaranteed delivery procedures.
Subject to the terms and conditions specified in the Tender Offer Documents, the Company will pay all holders of 2019 Notes accepted for purchase in the Tender Offer $1,004.00 per $1,000 principal amount of 2019 Notes validly tendered (including through guaranteed delivery procedures) and accepted for purchase, plus accrued and unpaid interest to, but not including, the settlement date, which is expected to be May 24, 2017.
The Company intends to finance its purchase of the Notes tendered pursuant to the Tender Offer with a portion of the proceeds to be raised from its previously-announced private placement offering of $325 million senior notes due 2022, which were priced on May 18, 2017 at par with a coupon interest rate of 8.000%. The Company expects to complete this offering on May 24, 2017, subject to customary closing conditions.
The Company currently intends to use proceeds from the pending note offering to redeem the 2019 Notes not purchased pursuant to the Tender Offer at a redemption price of 100% of the principal amount thereof plus accrued and unpaid interest through the redemption date.
The Company has retained Deutsche Bank Securities Inc. and SunTrust Robinson Humphrey, Inc. to act as the dealer managers in connection with the Tender Offer, and has retained D.F. King & Co., Inc. to act as the information and tender agent for the Tender Offer. The Company is making the Tender Offer only by, and pursuant to the terms and conditions of, the Tender Offer Documents. Those documents set forth the complete terms and conditions of the Tender Offer. Copies of those documents may be obtained from the information and tender agent for the Tender Offer, D.F. King & Co., Inc., at (800) 870-0126 (US toll-free) or from the dealer managers, Deutsche Bank Securities Inc. at (855) 287-1922 (US toll-free) and (212) 250-7527 (collect) and SunTrust Robinson Humphrey, Inc. at (404) 926-5047 (collect) or by visiting www.dfking.com/gldd.
This press release is for informational purposes only and shall not constitute, or be deemed to constitute, a notice of redemption of the 2019 Notes under the indenture governing the 2019 Notes. This press release is neither an offer to purchase or an offer to sell, nor a solicitation of an offer to buy or sell, any securities, nor is it a solicitation for acceptance of the Tender Offer.
Source: Nasdaq
