Akamai Announces ``Modified Dutch Auction'' Tender Offer for a Portion of Its 5 1/2% Convertible Notes.Business Editors/High-Tech Writers CAMBRIDGE, Mass.--(BUSINESS WIRE)--Feb. 10, 2004 Tender offer applies to a maximum of $101 million aggregate principal amount outstanding Akamai Technologies Akamai Technologies, Inc. (NASDAQ: AKAM) is a company that provides a distributed computing platform for global Internet content and application delivery, headquartered in Cambridge, Massachusetts. , Inc. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on : AKAM AKAM Akamai Technologies, Inc. (stock abbreviation) AKAM Automated Key Access Machine ) today announced that it has commenced a "Modified Dutch Auction Dutch Auction An auction where the price on an item is lowered until it gets its first bid, and then the item is sold at that price. Notes: The U.S. Treasury (and other countries) uses a Dutch auction when it sells securities. " tender offer (the "Offer") to purchase for cash up to $101 million aggregate principal amount (the "Offer Amount") of its 5 1/2% Convertible Subordinated Notes due 2007 (the "Notes"). The funds required for Akamai to consummate the Offer will come from its available cash. The Offer, proration Proration A situation during a corporate action in which the available cash or shares are not sufficient to satisfy the offers tendered by shareholders. Therefore, a proportion of both cash and shares is granted for each offer tendered. period and withdrawal rights will expire at 9:00 a.m., Eastern time, on Wednesday, March 10, 2004, unless the Offer is extended. Under the "Modified Dutch Auction" procedure, Akamai will determine a single purchase price between $1,000 and $1,005 per $1,000 principal amount of Notes, that, subject to the terms and conditions of the Offer, Akamai will pay for Notes validly tendered and not withdrawn pursuant to the Offer. Subject to the terms and conditions of the Offer, Akamai will select the single lowest price within this range (the "Purchase Price") that will enable it to purchase the Offer Amount (or, if less than the Offer Amount is validly tendered, all Notes so tendered). Akamai will pay the same price for all Notes that are tendered at or below the Purchase Price, upon the terms and subject to the conditions of the Offer, including the proration terms. Akamai will also pay accrued and unpaid interest on purchased Notes up to, but not including, the date of payment. If the principal amount of Notes validly tendered on or prior to 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 Offer at or below the Purchase Price exceeds the Offer Amount then, subject to the terms and conditions of the Offer, Akamai will accept for payment such Notes that are tendered at or below the Purchase Price on a pro rata [Latin, Proportionately.] A phrase that describes a division made according to a certain rate, percentage, or share. In a Bankruptcy case, when the debtor is insolvent, creditors generally agree to accept a pro rata share of what is owed to them. basis from among the tendered Notes. Akamai will return all Notes that are not purchased in the Offer promptly after the Offer is completed. The terms and conditions of the Offer will be set forth in Akamai's Offer to Purchase, dated February 10, 2004, and the related Letter of Transmittal Letter of Transmittal A document used by security holder to accompany certificates surrendered in an exchange or other corporate action. . Holders of the Notes are urged to carefully read the Offer to Purchase, the Letter of Transmittal and the related documents as they contain important information regarding the Offer. Subject to applicable law, Akamai may, in its sole discretion, waive any condition applicable to the Offer or extend or terminate or otherwise amend the Offer. The Offer is not conditioned on a minimum principal amount of Notes being tendered. The consummation of the Offer for the Notes is subject to certain conditions, which are described in the Offer to Purchase that is being sent to holders of Notes. As of February 10, 2004, there was $201 million aggregate principal amount of Notes outstanding. The CUSIP numbers for the Notes are: 00971T AA 9, 00971T AB 7 and 00971T AC 5. The Blackstone Group Blackstone Group L.P. (NYSE: BX) is a prominent private equity and investment management firm founded in 1985 by Peter G. Peterson and Stephen A. Schwarzman. The company is based in New York City, in River House on Park Avenue at Fifty-first Street, with offices in Atlanta, L.P. is acting as dealer manager, Citigate Financial Services The examples and perspective in this article or section may not represent a worldwide view of the subject. Please [ improve this article] or discuss the issue on the talk page. is the information agent, and U.S. Bank National Association is the depositary in connection with the Offer. Copies of the Offer to Purchase, Letter of Transmittal and related documents may be obtained from the Information Agent at (877) 746-3583 (toll free) or (201) 499-3500 (call collect). Additional information concerning the terms of the Offer, including all questions relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the mechanics of the Offer, may be obtained by contacting The Blackstone Group L.P. at (866) 800-8933 (toll free) or (212) 583-5575 (call collect). THIS ANNOUNCEMENT IS NOT AN OFFER TO PURCHASE, A SOLICITATION OF AN OFFER TO PURCHASE, OR A SOLICITATION OF AN OFFER TO SELL NOTES. THE OFFER MAY ONLY BE MADE PURSUANT TO THE TERMS OF THE OFFER TO PURCHASE AND THE RELATED LETTER OF TRANSMITTAL. Important Additional Information will be filed with the SEC Akamai plans to file today with the SEC a Tender Offer Statement on Schedule TO in connection with the Offer. This Schedule TO, including the Offer to Purchase and the related Letter of Transmittal, will contain important information about Akamai, the Notes and the Offer. Investors and holders of Notes are urged to read each of these documents carefully. Investors and holders of Notes may obtain free copies of each of these documents through the web site maintained by the SEC at www.sec.gov. In addition, copies of these documents may be obtained from the Information Agent. About Akamai Akamai(R) is the global leader in distributed computing (1) The use of multiple computers networked throughout a wide geographical area, or the world via the Internet, in order to solve a single problem. See grid computing. (2) The use of multiple computers in an enterprise rather than one centralized system. solutions and services, making the Internet predictable, scalable, and secure for conducting profitable e-business. The Akamai on demand platform enables customers to easily extend their Web operations Web operations is a domain of expertise within IT systems management that involves the deployment, operation, maintenance, tuning, and repair of web-based applications. With the rise of web technologies since mid-1995, specialists have emerged that understand the complexities of - with full control - anywhere, anytime, without the cost of building out infrastructure. Headquartered in Cambridge, Massachusetts, Akamai serves hundreds of today's most successful enterprises and government agencies around the globe. Akamai is The Business Internet. For more information, visit www.akamai.com. |
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