AmerUs Group Co. Announces Amendments to Debt Tender Offer.DES MOINES, Iowa “Des Moines” redirects here. For other uses, see Des Moines (disambiguation). Des Moines (pronounced /dɪˈmɔɪn/ in English, -- AmerUs Group Co. ("Company") announced today that it is amending the terms of its previously announced cash tender offer and 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 for any and all of its outstanding 6.583% Senior Notes due 2011 (CUSIP Number CUSIP Number An identification number assigned to all stocks and registered bonds. The Committee on Uniform Securities Identification Procedures (CUSIP) oversees the entire CUSIP system. Notes: This system is used in the U.S. and Canada. 03072M504) (the "2011 Notes") and 5.95% Senior Notes due 2015 (CUSIP CUSIP See: Committee on Uniform Securities Identification Procedures CUSIP See Committee on Uniform Securities Identification Procedures. No. 03072MAG3) (the "2015 Notes," and together with the 2011 Notes, the "Notes") pursuant to the terms of the Company's Offer to Purchase and Consent Solicitation Statement and related Consent and Letter of Transmittal Letter of Transmittal A document used by security holder to accompany certificates surrendered in an exchange or other corporate action. , each dated November 28, 2006 (as modified by the amendments noted below, the "Offer to Purchase"). The amendment (i) changes the date on which the pricing for the Notes will be established from 11 a.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 14, 2006 to 11 a.m. New York City time on December 18, 2006, (ii) increases the total consideration for the 2011 Notes by reducing the fixed spread from 45 basis points to 25 basis points, (iii) increases the total consideration for the 2015 Notes by reducing the fixed spread from 50 basis points to 35 basis points, (iv) extends the date of expiration Date of Expiration (2002) is an aggrotech single by Funker Vogt. Track listing
The day on which an options or futures contract is no longer valid and, therefore, ceases to exist.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. "), unless terminated or further extended by the Company. The purchase price for each series of Notes will be announced by press release promptly after the Company's determination thereof. The Company now anticipates that the date it will make payments on Notes accepted for payment on or prior to the New Consent Date will be December 19, 2006, and the date it will make payments on Notes accepted for payment after the New Consent Date and prior to the New Expiration Date will be January 3, 2007. Pursuant to the Offer to Purchase, holders of Notes who tender on or prior to the New Consent Date are entitled to received a consent payment of $20 for each $1,000 of notes tendered (the "Consent Payment") if such notes are accepted for purchase by the Company. Holders who tender Notes after the New Consent Date will not be eligible to receive such Consent Payment even if such notes are accepted for purchase by the Company. As of 5:00 p.m. New York City time on December 13, 2006, $50,725,000 aggregate principal amount of the 2011 Notes and $95,620,000 aggregate principal amount of the 2015 Notes had been tendered pursuant to the tender offer. If a holder has previously tendered Notes, such holder need not take any further action to receive the increased price effected by the amendments specified in this press release. Holders tendering 2011 Notes or 2015 Notes will be required to consent to proposed amendments to the respective indenture governing such notes, which will eliminate substantially all of the restrictive covenants Restrictive covenants Provisions that place constraints on the operations of borrowers, such as restrictions on working capital, fixed assets, future borrowing, and payment of dividends. , including reporting and record keeping obligations, and certain events of default contained in each indenture, as well as delete the covenant in each indenture regarding mergers, consolidations and transfers of the Company's properties and assets in its entirety. Adoption of the proposed amendments with respect to either the 2011 Notes or the 2015 Notes requires the consent of at least a majority of the outstanding principal amount of such series of notes. The tender offer and consent solicitation with respect to each series of Notes is being made upon the terms, and subject to the conditions, set forth in the Offer to Purchase, which more fully sets forth the terms of the tender offer and consent solicitation. The consent solicitation with respect to each series of Notes will expire on the New Consent Date, unless terminated or further extended by the Company, and the tender offer with respect to each series of Notes will expire on the New Expiration Date, unless terminated or further extended by the Company. For additional information regarding the terms of the tender offer and consent solicitation, please contact: Citigroup Corporate and Investment Banking at (800) 558-3745 (toll free). Requests for documents and questions regarding the tendering of notes may be directed to Global Bondholder Bondholder A firm often has stockholders and bondholders. In a liquidation, the bondholders have first priority. bondholder An individual or institution that owns bonds in a corporation or other organization. Services Corporation at 866-470-4200 (toll free) or 212-430-3774 (collect). AmerUs Group Co.'s obligations to accept any Notes tendered and to pay the applicable consideration for them are set forth solely in the Offer to Purchase. This press release is not an offer to purchase or a solicitation of acceptance of the tender offer. The Company may amend, extend or, subject to certain conditions, terminate the tender offer with respect to either series of notes for which the Company has tendered. Forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. Certain statements contained in this press release, including statements that are not historical facts, may be forward-looking statements. These forward-looking statements may include information about possible or assumed future events and usually contain words such as: believes, may, anticipates, intends, expects, estimates, and other similar expressions. Such statements involve certain risks, uncertainties and assumptions that may change at any time. Therefore, actual results may differ materially from expected results due to a variety of factors, some of which are set forth in Item 1A. Risk Factors contained in the Company's Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the year ended December 31, 2005, as updated by Item 1A. Risk Factors contained in the Company's Forms 10-Q for the periods ended March 31, 2006, June 30, 2006 and September 30, 2006. In the light of these risks and uncertainties you are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise. About AmerUs Group Co. The Company is a holding company whose subsidiaries are primarily engaged in the business of marketing, underwriting and distributing a broad range of individual life, annuity and insurance deposit products to individuals and businesses in 50 states, the District of Columbia District of Columbia, federal district (2000 pop. 572,059, a 5.7% decrease in population since the 1990 census), 69 sq mi (179 sq km), on the east bank of the Potomac River, coextensive with the city of Washington, D.C. (the capital of the United States). and the U.S. Virgin Islands. On November 15, 2006, pursuant to an Agreement and Plan of Merger, dated as of July 12, 2006, by and among Aviva plc ("Aviva"), a public limited company organized under the laws of England and Wales England and Wales are both constituent countries of the United Kingdom, that together share a single legal system: English law. Legislatively, England and Wales are treated as a single unit (see State (law)) for the conflict of laws. , Libra Libra (lē`brə, lī`–) [Lat.,=the scales], southern constellation lying on the ecliptic (the sun's apparent path through the heavens) between Virgo and Scorpius; it is one of the constellations of the zodiac. Acquisition Corporation ("Merger Sub"), an Iowa corporation and 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 Aviva, and the Company, Merger Sub merged with and into the Company, and the Company continued after the Merger as an indirect wholly-owned subsidiary of Aviva. The Company's principal executive offices are located at 699 Walnut Street A number of streets are named Walnut Street:
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