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Airborne Increases the Cash Portion of the Cash and Stock Consideration for All of Its $150 Million 5.75% Convertible Senior Notes Due 2007.


Business Editors

SEATTLE--(BUSINESS WIRE)--Nov. 21, 2003

Airborne, Inc. ("Airborne"), an indirect wholly owned subsidiary Wholly Owned Subsidiary

A subsidiary whose parent company owns 100% of its common stock.

Notes:
In other words, the parent company owns the company outright and there are no minority owners.
 of DHL DHL
abbr.
1. Doctor of Hebrew Letters

2. Doctor of Hebrew Literature
 Worldwide Express B. V. ("DHL"), today announced that it has increased the cash portion of the Cash and Stock Consideration (as defined below) it is offering in its offer to purchase (the "Tender Offer") all of its $150 million 5.75% Convertible Senior Notes due 2007 (the "Notes") and that the expiration date Expiration Date

The day on which an options or futures contract is no longer valid and, therefore, ceases to exist.

Notes:
The expiration date for all listed stock options in the U.S.
 for the Tender Offer has been extended. The cash payment in the All Cash Consideration (as defined below) remains unchanged. Airborne originally commenced the Tender Offer on October 15, 2003 and amended the offer on November 5, 2003. The Tender Offer is made pursuant to the Offer to Purchase, Consent Solicitation Consent Solicitation

A solicitation by one party to the stakeholders of a particular security for the consent of a material change.

Notes:
Should the majority of stakeholders provide valid consent prior to the consent expiry date, the issuer may then follow through with
 Statement and Change in Control Notice, dated October 15, 2003, as amended November 5, 2003 (as it may be further amended or supplemented from time to time, the "Amended and Restated Offering Document").

The Tender Offer

Airborne is now offering to purchase any and all outstanding Notes in the Tender Offer for, at the Note holder's (each a "Holder") election, either (i) a cash payment of $1,080 per $1,000 principal amount of Notes ("All Cash Consideration") or (ii) a cash payment of $993.65 plus 42.7599 shares of common stock of ABX Air ABX Air (NASDAQ: ABXA) is a cargo airline based in Wilmington, Ohio, USA. It operates scheduled, ad hoc charter and ACMI freight services, including overnight express small-package services and freight in the USA, Canada and Puerto Rico. , Inc. ("ABX Air"), per $1,000 principal amount of Notes (the "Cash and Stock Consideration"), with cash paid in lieu of fractional shares. Consummation of the Tender Offer is subject to certain conditions set forth in the Amended and Restated Offering Document. The expiration date for the Tender Offer has been extended to 11:59 p.m., New York City New York City: see New York, city.
New York City

City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S.
 time on December 5, 2003, unless further extended by Airborne in its sole discretion or earlier terminated (such time and date as may be extended, the "Expiration Date").

As a condition to receiving the Cash and Stock Consideration, tendering Holders must agree to convert their Notes pursuant to the terms of the indenture. Under the indenture pursuant to which the Notes were issued, following the consummation of the merger (the "Merger") pursuant to which DHL acquired Airborne, each $1,000 principal amount of Notes is currently convertible into $908.65 and 42.7599 shares of common stock of ABX Air. ABX Air is an independent public company owned by the former shareholders of Airborne.

Holders may exercise their withdrawal rights for previously tendered Notes prior to the Expiration Date as set forth in the Amended and Restated Offering Document.

Except for the increase in the cash portion of the Cash and Stock Consideration and the extension of the Expiration Date, all other terms of the Tender Offer remain as set forth in the Amended and Restated Offering Document.

This press release is neither an offer to purchase nor a solicitation of an offer to sell securities. The offers relating to relating to relate prepconcernant

relating to relate prepbezüglich +gen, mit Bezug auf +acc 
 the Notes are made only in the Amended and Restated Offering Document.

Deutsche Bank Deutsche Bank AG (IPA: /'dɔɪ.tʃə/[1]) (ISIN: DE0005140008, NYSE: DB) (English: German Bank  Securities Inc. is acting as dealer manager and solicitation agent for the Tender Offer. D.F. King & Co., Inc. is the information agent and Deutsche Bank Trust Company Americas is the depositary in connection with the Tender Offer. Questions concerning the terms of the Tender Offer may be directed to Deutsche Bank Securities, attention: Jenny Lie, toll free at (866) 627-0391 or (212) 250-7445. Documents may be obtained by contacting the information agent, at (888) 887-0082 - bankers and brokers call collect (212) 269-5550.

About Airborne. Effective August 15, 2003, Airborne became an indirect wholly owned subsidiary of DHL and is no longer a publicly traded company publicly traded company

A company whose shares of common stock are held by the public and are available for purchase by investors. The shares of publicly traded firms are bought and sold on the organized exchanges or in the over-the-counter market.
. For more than 50 years, Airborne operated through its company Airborne Express Airborne Express (IATA: n/a, ICAO: ABX, and Callsign: Abex) was an express delivery company and cargo airline. Headquartered in Seattle, Washington, its hub was at Wilmington, Ohio. , Inc. serving the shipping needs of business customers around the world.

About DHL. DHL is the world's leading express and logistics company offering customers innovative and customized solutions from a single source. With global expertise in solutions, express, air and ocean freight and overland transport, DHL combines worldwide coverage with an in-depth understanding of local markets. DHL's harmonized har·mo·nize  
v. har·mo·nized, har·mo·niz·ing, har·mo·niz·es

v.tr.
1. To bring or come into agreement or harmony. See Synonyms at agree.

2. Music To provide harmony for (a melody).
 international network links more than 220 countries and territories worldwide. DHL continues to be at the forefront of technology and, with over 170,000 dedicated employees, guarantees fast and reliable services aimed at exceeding customers' expectations. Based in Brussels, Belgium, DHL is 100% owned by Deutsche Post Deutsche Post AG (ISIN: DE0005552004, LSE: DPO) is a German post, logistics and courier headquartered in Bonn, previously the German state-owned mail monopoly. It has 520,000 employees in more than 220 countries and territories worldwide and generated revenue of € 60.  World Net.
COPYRIGHT 2003 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2003, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:Nov 21, 2003
Words:717
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