CBRL Group to Redeem Outstanding Notes.LEBANON, Tenn. -- CBRL CBRL CBRL Group, Inc (stock symbol) CBRL Council for British Research in the Levant (UK) Group, Inc. (the "Company") (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 : CBRL) announced today that it has directed the trustee of its outstanding Liquid Yield Option Notes Liquid yield option note (LYON) Zero-coupon, callable, putable, convertible bond developed by Merrill Lynch & Co. due 2032 (Zero Coupon - Senior) (Cusip Nos. 12489VAB VAB abbr. voice answer back 2 and 12489VAA VAA Virgin Atlantic Airways VAA Vaasa, Finland - Vaasa (Airport Code) VAA Voice Activated Assistant VAA Visual Arts Association VAA Viatical Association of America VAA Visual Access Angle 4) (the "Existing Notes") to send to all holders of Existing Notes notice that the Existing Notes will be redeemed on or about June 4, 2007 (the "Redemption Date Redemption date The date on which a bond matures or is redeemed. redemption date The date on which a debt security is scheduled to be redeemed by the issuer. The redemption date is the scheduled maturity date or, if applicable, a call date. "). The trustee has been instructed to send the redemption notice not later than May 4, 2007. As of today, there are $422,030,000 in principal amount at maturity of Existing Notes outstanding and the aggregate redemption price Redemption price See: Call price redemption price 1. The price at which an open-end investment company will buy back its shares from the owners. In most cases, the redemption price is the net asset value per share. 2. will be approximately $201 million, assuming that no holders of Existing Notes either convert their notes into common stock or exchange Existing Notes pursuant to the Company's pending exchange offer. At any time up to two business days prior to the Redemption Date, holders of Existing Notes can convert Existing Notes into the Company's common stock at the rate of 10.8584 shares of common stock per $1,000 in principal amount at maturity of Existing Notes. Also, at any time prior to 5:00 p.m. on April 30, 2007, holders of Existing Notes can exchange all or a portion of their Existing Notes for an equal amount of a new issue of Zero Coupon Senior Convertible Notes due 2032 (Cusip No. 12489VAC (Volts Alternating Current) See volt and AC. 0) (the "New Notes") plus an exchange fee (the "Exchange Offer"). The Company will pay the redemption price of the Existing Notes through a draw on its existing delayed-draw term loan facility and cash on hand. This press release is neither an offer to sell nor a solicitation of an offer to buy any securities. There shall not be any issuance of the New Notes in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the laws of such state. Availability of Certain Important Information A Form T-3 Application for Qualification of Indenture (the "T-3") (File No. 022-28834) covering the New Notes was filed with the Securities and Exchange Commission ("SEC") and has been declared effective. Also, in connection with the Exchange Offer, the Company has filed with the SEC Tender Offer Statements on Schedule TO. The T-3 and the Tender Offer Statements and any documents filed in connection with the Exchange Offer contain important information. The Company recommends that holders of Existing Notes read these documents carefully before deciding whether to participate in the Exchange Offer. Holders of Existing Notes and other interested parties may obtain a free copy of these and other relevant documents at the SEC's website, sec.gov, at the Company's website, cbrlgroup.com, or from CBRL Group, Inc. at 305 Hartmann Drive, P.O. Box 787, Lebanon, Tennessee
Lebanon is a city in Wilson County, Tennessee, in the United States. The population was 20,235 at the 2000 census. 37088-0787, Attn: General Counsel. Additional information concerning the terms of the Exchange Offer and copies of the exchange circular and other documents relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the Exchange Offer may be obtained from the information agent. The information agent is: Global Bondholder Services Corporation 65 Broadway - Suite 704 New York, NY 10006 Attn: Corporate Actions Telephone: (212) 430-3774 (Banks and Brokers) (866) 470-4300 Headquartered in Lebanon, Tennessee, CBRL Group, Inc. presently operates 557 Cracker Barrel Old Country Store([R]) restaurants and gift shops located in 41 states. Cautionary Statement Regarding Forward Looking Information Certain matters discussed in this news release are not historical facts but are forward-looking statements regarding the Company's intention to redeem the Existing Notes and implement the Exchange Offer and other financing initiatives. The Company's ability to complete the redemption of the Existing Notes and the Exchange Offer and, thereafter, complete the redemption and refinancing, and remaining authorized share repurchases will depend, among other things, on market conditions, and there can be no assurance that the Company will complete these initiatives on the anticipated terms or at all. Risks and uncertainties related to the Company's business are discussed in the Company's SEC filings, including its 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 July 28, 2006 and Quarterly Reports on Form 10-Q Form 10-Q See 10-Q. for the quarters ended October 27, 2006 and January 26, 2007. The Company undertakes no obligation to update forward-looking statements. CBRL-G |
|
||||||||||||

Printer friendly
Cite/link
Email
Feedback
Reader Opinion