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Man Strat Hlgs Ltd (60TL)

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Thursday 18 April, 2013

Man Strat Hlgs Ltd

Adjournment of Noteholders' Meeting

RNS Number : 6795C
Man Strategic Holdings Limited
18 April 2013
 



NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA) OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED)

Man Strategic Holdings Limited (formerly Man Group plc) announces Adjournment of Noteholders' Meeting for its €600,000,000 6.00 per cent. Notes due 2015

18 April 2013. On 26 March 2013, Man Strategic Holdings Limited (the Company) announced its invitations to:

(i)         holders (the Noteholders) of its €600,000,000 6.00 per cent. Notes due 2015 (ISIN: XS0488168351; the Notes) to tender any and all of their Notes for purchase by the Company for cash (such invitation the Offer); and

(ii)        Noteholders to approve, by Extraordinary Resolution, the modification of the terms and conditions of the Notes (the Conditions) to provide for the Company to redeem (the Issuer Early Redemption) all, but not some only, of the Notes remaining (if any) on completion of the Offer (together the Proposal).

The Offer and the Proposal were made on the terms and subject to the conditions set out in the Tender Offer Memorandum dated 26 March 2013 (the Tender Offer Memorandum).  Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.

The Meeting to consider the Proposal was held earlier today. NOTICE IS HEREBY GIVEN to Noteholders that the quorum required for the Extraordinary Resolution to be considered at the Meeting was not present. Accordingly, a Notice (the Notice) of an adjourned meeting (the Adjourned Meeting) of the Noteholders to be held at the offices of Allen & Overy LLP at One Bishops Square, London E1 6AD, United Kingdom at 10.00 a.m. (London time) on 2 May 2013 has been published by the Company in accordance with the Conditions and the Trust Deed by delivery of the Notice to Euroclear and Clearstream, Luxembourg and by publication through RNS. At the Adjourned Meeting, the Noteholders will be asked to consider and, if thought fit, pass an extraordinary resolution as set out in the Notice (the Extraordinary Resolution), which will provide, among other things, for the Trustee to be authorised and requested to concur in and execute the Supplemental Trust Deed to effect the necessary modifications pursuant to the Extraordinary Resolution, which will implement the Proposal.

The Offer expired at 4.00 p.m., London time, on 15 April 2013.  The Company will announce (i) its decision whether to accept valid tenders of Notes for purchase pursuant to the Offer (including the Settlement Date, which the Company now intends will take place after the Adjourned Meeting on the same basis as for the original Meeting), (ii) the results of the Adjourned Meeting and (iii) if the Extraordinary Resolution is passed and the Supplemental Trust Deed is executed, the date on which outstanding Notes are to be redeemed pursuant to the Issuer Early Redemption, as soon as reasonably practicable after the Adjourned Meeting.

Under the Offer and the Proposal, all Tender Instructions and Ineligible Noteholder Instructions submitted prior to the Expiration Deadline are irrevocable except in the limited circumstances described in the Tender Offer Memorandum, and (unless revoked in the limited circumstances described in the Tender Offer Memorandum) shall remain valid for the Adjourned Meeting.

 

Indicative Timetable

Date and time

(all times are London time)

Event

10.00 a.m. on 2 May 2013

Adjourned Meeting.

As soon as reasonably practicable after the Adjourned Meeting on 2 May 2013

Announcement of (i) the Company's decision whether to accept valid tenders of Notes for purchase pursuant to the Offer (including the Settlement Date), (ii) the results of the Adjourned Meeting and (iii) if the Extraordinary Resolution is passed and the Supplemental Trust Deed is executed, the date on which outstanding Notes are to be redeemed pursuant to the Issuer Early Redemption.

7 May 2013

Expected Settlement Date.

Citigroup Global Markets Limited (Telephone: +44 20 7986 8969; Attention: Liability Management Group; Email: [email protected]) and Credit Suisse Securities (Europe) Limited (Telephone: +44 20 7883 7161; Attention: Liability Management Group; Email: [email protected]) are acting as Dealer Managers.  Lucid Issuer Services Limited (Telephone: +44 20 7704 0880; Attention: David Shilson / Paul Kamminga; Email: [email protected]) is acting as Tender Agent. 

DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum.  No offer or invitation to acquire any securities is being made pursuant to this announcement.  The distribution of this announcement and/or the Tender Offer Memorandum in certain jurisdictions may be restricted by law.  Persons into whose possession this announcement and/or the Tender Offer Memorandum comes are required by each of the Company, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.


This information is provided by RNS
The company news service from the London Stock Exchange
 
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