Puma International Financing S.A. (“Issuer”) hereby announces the final results of its offer to purchase (the “Notes Offer”) its 5.125% U.S. dollar-denominated Senior Notes due 2024 (Common Codes: 169681066 (Reg S) and 169681074 (144A); ISINs: XS1696810669 (Reg S) and XS1696810743 (144A)) (the “2024 Notes”) and 2.650% Euro-denominated Amortizing Senior Notes due 2024 (Common Code: 112832416 (Reg S); ISIN: XS1128324164 (Reg S)) (the “2024 Euro PP Notes” and, together with the 2024 Notes, the “Notes”), on the terms and subject to the conditions of the offer to purchase dated July 18, 2023 (the “Offer to Purchase”). Capitalized terms used in this announcement but not defined herein have the meanings given to them in the Issuer’s July 18, 2023 launch announcement concerning the Notes Offer.
The Notes Offer expired at 4:00 pm London time on August 15, 2023 (the “Notes Offer Deadline”). As at the Notes Offer Deadline, an aggregate principal amount of the 2024 Notes and the 2024 Euro PP Notes equal to U.S.$425,005,000 and €33,333,333.40, respectively, had been validly tendered and not validly withdrawn.
The Euro to U.S. dollar exchange rate used for the purposes of calculating the Aggregate Purchase Price at the Notes Offer Deadline was 1.0941, as indicated on the Bloomberg screen page “FXIP” under the heading “FX Rate vs. USD”.
As the Aggregate Purchase Price that would result if all such validly tendered Notes were accepted for purchase would exceed the Maximum Amount of U.S.$410,000,000, the Issuer has, based on the proration mechanics set out in the Offer to Purchase, accepted U.S.$377,468,000 in aggregate principal amount of the validly tendered 2024 Notes and €29,615,166.71 in aggregate principal amount of the validly tendered 2024 Euro PP Notes for purchase. This reflects the application of a proration factor of 84.5735% and 88.7588% to the 2024 Notes and 2024 Euro PP Notes, respectively.
If the application of the proration factor, as described in the Offer to Purchase, resulted in a Holder transferring Notes to the Issuer in a principal amount of less than the Minimum Denomination, or Notes in a principal amount of less than the Minimum Denomination being returned to a Holder, the Issuer has, in its sole and absolute discretion, accepted all of such Holder’s validly tendered Notes.
The expected Settlement Date for the Notes Offer is August 18, 2023. The Issuer will also pay Accrued Interest in relation to Notes that are accepted for purchase on the Settlement Date.
All Notes purchased by the Issuer pursuant to the Notes Offer will be cancelled.
Cautionary Statement
This announcement is for information purposes only and does not constitute a prospectus or an offer to purchase nor a solicitation of an offer to sell the Notes or any other securities. The Notes Offer was made only by and pursuant to the terms of the Offer to Purchase and the information in this announcement is qualified by reference to the Offer to Purchase. The Notes Offer was not made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.
Forward Looking Statements
This announcement includes forward-looking statements. All statements, other than statements of historical fact, included in this announcement regarding the financial condition of the Issuer, the Company and its consolidated subsidiaries (together, the “Group”) or regarding future events or prospects are forward-looking statements. The words “aim,” “anticipate,” “believe,” “continue,” “estimate,” “expect,” “future,” “help,” “intend,” “may,” “plan,” “shall,” “should,” “will” or the negative or other variations of them as well as other statements regarding matters that are not historical fact, are or may constitute forward-looking statements. The Group has based these forward-looking statements on management’s current view with respect to future events. These views reflect the best judgment of management but involve a number of risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may differ materially from those predicted in its forward-looking statements and from past results, performance or achievements. All forward-looking statements contained in this announcement are qualified in their entirety by this cautionary statement. All forward-looking statements contained in this announcement are qualified in their entirety by this cautionary statement.
There is no intention to update or revise any forward-looking statements whether as a result of new information, future events or otherwise. All subsequent written or oral forward-looking statements attributable to the Issuer, the Company and the Group, or persons acting on their behalf, are expressly qualified in their entirety by the cautionary statements contained throughout this announcement. As a result of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements.