NEW YORK–(BUSINESS WIRE) – Macquarie Infrastructure Company ("MIC" or the "Firm") (NYSE: MIC) at this time introduced a public tender supply (the "Public Supply to Buy" ) for the acquisition of all of its 2.00% Convertible Senior Notes due 2023 (the "Notes"). As at February 16, 2021, the whole principal quantity of the Notes was excellent of $ 402,500,000 .
Beneath the phrases and topic to the circumstances set out within the Firm & # 39; s Supply to Buy dated February 17, 2021 (the "Supply to Buy") and within the Letter of Buy associated cargo (the "Letter of Transmittal"), the Firm proposes to pay in money an quantity equal to $ 1,000 for each $ 1,000 of the principal quantity of Notes bought. As well as, holders of tickets validly deposited and never validly withdrawn on or earlier than the expiration date (as outlined beneath) and accepted for buy will obtain accrued curiosity. and unpaid, if any, from the final curiosity fee date to, however not together with the date on which the Firm purchases such Notes. The Supply to Buy will expire at 11:59 p.m. New York time on March 16, 2021, or such different date and time because the Firm extends this Tender Supply (such date and time, similar to ; they are often prolonged, on "Expiration Date"), until terminated earlier.
The general public tender supply just isn’t conditional on a minimal quantity of tickets deposited however is topic to the satisfaction or waiver of sure circumstances, as additional described within the supply. buy. The Firm expressly reserves the proper, at its sole discretion, topic to relevant regulation, to increase, withdraw, terminate or modify the tender supply. All tickets validly deposited and accepted for buy within the buyback supply will likely be withdrawn and forfeited.
For tickets which have been validly deposited and never validly withdrawn on or earlier than the expiration date and that are accepted for buy in accordance with the tender supply, settlement will happen promptly after the expiration date. Expiration, assuming the phrases of the tender supply have both been met or waived by the corporate, as additional described within the tender supply. The Firm expects to finance purchases of Notes validly deposited within the tender supply and accepted for buy with money readily available.
The complete phrases of the general public supply to buy are set out within the supply to buy and the letter of transmittal that are despatched to the holders of the Notes. Copies of the Supply to Buy and Letter of Transmittal may be obtained from the Tender and Data Officer for the general public tender supply. ; buy, DF King & Co., Inc., by calling toll-free at (800) 331-7024 or (212) 269-5550 or by emailing email@example.com.
J.P. Morgan Securities LLC is appearing as broker-manager in reference to the takeover bid. Questions relating to the general public tender supply could also be directed to JP Morgan Securities LLC at 383 Madison Avenue, New York, New York 10179, Consideration Legal responsibility Administration Group, toll free at (866 ) 834-4087 or at (212) 834-4087.
Essential info relating to the takeover bid
This press launch is for informational functions solely and doesn’t represent a suggestion to purchase or the solicitation of a suggestion to promote any of the Firm's excellent notes. The general public supply to buy will likely be made solely by the supply to buy, transmittal letter and associated paperwork, as they are often amended or supplemented. Noteholders ought to learn the Firm & # 39; s tender supply assertion in Schedule TO filed with the Securities and Alternate Fee ("SEC") in reference to the Supply. public supply to buy, which can embrace as proof the supply to buy, letter of transmittal and associated paperwork, in addition to any modification or complement to Annex TO when they’re accessible, as they are going to comprise essential info. Every of those paperwork will likely be filed with the SEC and, when accessible, holders will be capable of get hold of them freed from cost from the SEC on its web site (www.sec.gov) or from the agent & # 39; s agent. firm submission and knowledge in reference to the general public tender supply.
This press launch doesn’t set out all the phrases and circumstances of the general public tender supply. Noteholders ought to rigorously learn the Supply to Buy, Letter of Transmittal and associated paperwork for a whole description of all phrases and circumstances earlier than making any determination relating to the Supply. public buy. No member of the Firm, its administration, its Board of Administrators, its officers, the Supplier Supervisor, the Custodian, the Submission and Data Agent or the Trustee With respect to the Notes, or any of their respective associates, doesn’t suggest that Holders deposit or chorus from depositing all or a part of the principal quantity of their Notes, and nobody ; was approved by certainly one of them to make such a suggestion. Holders should make their very own determination as as to if to deposit their Notes and, if that’s the case, the principal quantity of Notes to supply.
This press launch incorporates forward-looking statements. MIC might in some circumstances use phrases similar to "plan", "consider", "anticipate", "plan", "predict", "estimate", "intend", "ought to", " could be "," might, "" doubtlessly "or" might "or different phrases that convey uncertainty of future occasions or outcomes to establish such forward-looking statements. These statements embrace, amongst others, these relating to anticipated monetary efficiency and MIC's strategic and operational plans, statements relating to potential transactions associated to the pursuit of strategic options and the meant makes use of of any ensuing merchandise, statements relating to the precise and total anticipated impacts of COVID. -19 pandemic, in addition to any assumptions, expectations, predictions, intentions or beliefs relating to future occasions. The forward-looking statements contained on this press launch are topic to quite a few dangers and uncertainties, a few of that are past the management of MIC, together with, however not restricted to: adjustments basically financial or enterprise circumstances; the persevering with impression of the COVID-19 pandemic; The pursuit by MIC of strategic options and the sale of MIC or certainly one of its working actions or the tip of the gross sales effort; MIC's capability to service, meet phrases and refinance debt; its capability to retain or change certified workers; within the absence of a divestiture or divestiture of its enterprise, its capability to finish progress initiatives, deploy progress capital and handle progress, full and finance future acquisitions and implement its technique; the regulatory atmosphere; demographic traits; the political atmosphere; the prices of economic system, tourism, development and transportation; flight; environmental prices and dangers; the prices of gasoline and gasoline and different commodities; MIC's capability to get well value will increase from prospects; cybersecurity dangers; work interruptions or different work stoppages; dangers related to acquisitions or inclinations; the chance of litigation; the dangers related to the MIC's shared providers initiative and its capability to attain value financial savings; the usage of sole or restricted suppliers, dangers or conflicts of curiosity involving MIC's relationship with the Macquarie Group; and adjustments in US federal tax legal guidelines. These and different dangers and uncertainties are described beneath the heading “Danger Components” in Merchandise 1A of MIC's annual report on Type 10-Okay for the yr ended December 31, 2020 and in its different filed experiences. occasionally with the SEC.
MIC's precise outcomes, efficiency, outlook or alternatives might differ materially from these expressed or implied by forward-looking statements. Extra dangers that MIC just isn’t at the moment conscious of might additionally trigger its precise outcomes to vary. In mild of those dangers, uncertainties and assumptions, you shouldn’t place undue reliance on forward-looking statements. The forward-looking occasions described on this launch might not happen. These forward-looking statements are made as of the date of this press launch. MIC assumes no obligation to publicly replace or revise forward-looking statements, whether or not on account of new info, future occasions, or in any other case, besides as required by regulation.
MIC just isn’t a certified depository establishment throughout the which means of the Banking Act 1959 (Commonwealth of Australia). MIC's bonds don’t symbolize deposits or different liabilities of Macquarie Financial institution Restricted ABN 46 008 583 542 (“MBL”). MBL doesn’t assure or present any assurance as to the obligations of MIC.