CK Witco Commences Tender Offer for Uniroyal Bonds.GREENWICH, Conn.--(BUSINESS WIRE)--November 4, 1999-- CK Witco Corporation (NYSE NYSE See: New York Stock Exchange :CNW CNW Chicago and North Western (Railroad) CNW Canada News Wire (media service) CNW Community Nutrition Worker CNW Commercial Nuclear Waste ) announced that today its 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. , Uniroyal Chemical Company, Inc., commenced cash tender offers for any and all of its outstanding 9% Senior Notes due 2000, and its outstanding 10 1/2% Senior Notes due 2002. The outstanding principal amount is $182,261,000 for the 9% Senior Notes and $150,263,000 for the 10 1/2% Senior Notes. The tender offer will expire at 5PM 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 Monday, December 6, 1999. The 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 will expire at 5PM New York City Time on Thursday, November 18, 1999. Payments for validly tendered notes will be made promptly following the expiration of the tender offer. A valid tender of the Notes will require the Holders thereof to consent to certain proposed amendments to the indentures governing their Notes. Such amendments will substantially eliminate all 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. contained therein. CK Witco may amend, extend or, subject to certain conditions terminate the tender offer and consent solicitation at any time. The tender offer is made only upon, and is subject to, the terms and conditions set forth in the Company's Offer to Purchase and Consent Solicitation Statement dated November 4, 1999, and in the accompanying materials. Under the terms of the offer, the Company will purchase its outstanding 9% Senior Notes at a price to be determined two business days 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. by reference to a fixed spread of 37.5 basis points over the yield to maturity of US Treasury 5 1/8% Notes due August 31, 2000, plus accrued and unpaid interest through the settlement date. The Company will purchase its outstanding 10 1/2% Senior Notes at a price to be determined two business days prior to the expiration date by reference to a fixed spread of 62.5 basis points over the yield to maturity of US Treasury 6 5/8% Notes due April 30, 2002, plus accrued and unpaid interest. Included in the total consideration for each series of Notes is a consent payment equal to $25 per $1,000 principal amount of the Notes. The consent payment will be made only to Holders who tender their Notes on or prior to the consent solicitation expiration; Holders tendering after that date will receive the total consideration less such $25. Any questions or requests for assistance concerning the Offers and the Consent Solicitation Statement may be directed to Merrill Lynch Merrill Lynch & Co., Inc. (NYSE: MER TYO: 8675 ), through its subsidiaries and affiliates, provides capital markets services, investment banking and advisory services, wealth management, asset management, insurance, banking and related products and services on a global basis. & Co., which will act as the exclusive Dealer Manager for the tender offer and consent solicitation, at 888-654-8637. Requests for additional copies of any documents may be directed to The Information Agent, Beacon Hill Partners, Inc., at 800-755-5001. The Depositary is The Bank of New York The Bank of New York, abbrieviated to BNY, was a global financial services company that existed until its merger with the Mellon Financial Corporation on July 2, 2007.[1] The bank now continues under the new name of The Bank of New York Mellon Corporation. . CK Witco, with annual revenues of $3.3 billion, is a global manufacturer of specialty chemicals providing high value products to a wide range of customers. More information about the company can be found at www.ckwitco.com. -0- DISCLAIMER--None of the company, CK Witco Corporation, the Dealer Manager, the Information Agent or the Depositary makes any recommendation in connection with the Offer to Purchase or the Consent Solicitations. |
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