Solicitation

GameStop Announces Expiration and Final Results of the Exchange Offer and Consent Solicitation

Thursday, July 2, 2020 - 11:45am

The complete terms and conditions of the Exchange Offer and Consent Solicitation are set forth in the offering memorandum and consent solicitation statement, as amended (the Offering Memorandum).

Key Points: 
  • The complete terms and conditions of the Exchange Offer and Consent Solicitation are set forth in the offering memorandum and consent solicitation statement, as amended (the Offering Memorandum).
  • This press release is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to participate in the Exchange Offer or purchase the New Notes nor a solicitation of any consents in the Consent Solicitation.
  • The Exchange Offer and Consent Solicitation are only being made pursuant to, and this press release is qualified by reference to, the Offering Memorandum.
  • The Exchange and Information Agent for the Exchange Offer and Consent Solicitation is D.F.

Northern Oil and Gas, Inc. Announces Launch of Consent Solicitation to Holders of its Senior Secured Second Lien Notes Due 2023

Thursday, July 2, 2020 - 12:00pm

Consents with respect to the Senior Secured Notes may not be revoked after the Expiration Time.

Key Points: 
  • Consents with respect to the Senior Secured Notes may not be revoked after the Expiration Time.
  • If any of the conditions to the Consent Solicitation is not satisfied, the Company is not obligated to accept any consent in the Consent Solicitation and may, in its sole discretion, terminate, extend or amend the Consent Solicitation.
  • The payment of the Consent Fee is subject to the terms and conditions of the Consent Solicitation.
  • The complete terms and conditions of the Consent Solicitation are set forth in the Consent Solicitation Statement that is being sent to the holders of the Senior Secured Notes.

Energizer Holdings, Inc. Announces Completion of Notes Offering and Early Settlement of Consent Solicitation and Cash Tender Offer for Any and All of Its Outstanding 5.500% Senior Notes due 2025

Wednesday, July 1, 2020 - 5:34pm

As a result of such redemption, all 2025 Notes that were not tendered prior to the Early Tender Time and purchased by the Company in its early settlement of the Offer will be redeemed.

Key Points: 
  • As a result of such redemption, all 2025 Notes that were not tendered prior to the Early Tender Time and purchased by the Company in its early settlement of the Offer will be redeemed.
  • The Financing Condition (as defined in the Statement) was satisfied upon the Company's successful completion today of its private offering of the New Notes.
  • Citigroup Global Markets Inc. is acting as the Dealer Manager and Solicitation Agent for the Offer and Consent Solicitation.
  • Questions regarding the Offer and Consent Solicitation may be directed to the Dealer Manager and Solicitation Agent at (800) 558-3745 (Toll-Free) or (212) 723-6106 (Collect).

WPX Energy Announces Final Results of Cash Tender Offers and Consent Solicitations

Wednesday, July 1, 2020 - 12:30pm

All Notes which are not accepted for purchase pursuant to the Tender Offers will be promptly returned to the Holders of such Notes.

Key Points: 
  • All Notes which are not accepted for purchase pursuant to the Tender Offers will be promptly returned to the Holders of such Notes.
  • The Tender Offers and Consent Solicitations were made solely pursuant to terms and conditions set forth in the Offer to Purchase and Consent Solicitation Statement.
  • WPX is an independent energy producer with core positions in the Permian and Williston basins.
  • WPX Energy does not undertake and expressly disclaims any obligation to update the forward-looking statements as a result of new information, future events or otherwise.

Republic of Suriname Announces Commencement of Consent Solicitation

Wednesday, July 1, 2020 - 3:13am

PARAMARIBO, Suriname, June 30, 2020 /PRNewswire/ --The Republic of Suriname (the "Republic") announced today that it has commenced a solicitation of consents (the "Consent Solicitation") seeking to amend its 9.875% Notes due 2023 (the "2023 Notes") and the Accounts Agreement in connection with the 2023 Notes.

Key Points: 
  • PARAMARIBO, Suriname, June 30, 2020 /PRNewswire/ --The Republic of Suriname (the "Republic") announced today that it has commenced a solicitation of consents (the "Consent Solicitation") seeking to amend its 9.875% Notes due 2023 (the "2023 Notes") and the Accounts Agreement in connection with the 2023 Notes.
  • As of the date of the Consent Solicitation Statement, US$125,000,000 in aggregate principal amount of the 2023 Notes remains outstanding.
  • The Consent Solicitation is being made on the terms and subject to the conditions set out in the Consent Solicitation Statement.
  • The Republic of Suriname may terminate the Consent Solicitation at any time in its sole discretion.

Energizer Holdings, Inc. Announces Early Results and Receipt of Consents in the Previously Announced Consent Solicitation and Cash Tender Offer for Any and All of Its Outstanding 5.500% Senior Notes due 2025

Wednesday, July 1, 2020 - 1:14am

The Offer and Consent Solicitation are being made pursuant to an Offer to Purchase and Consent Solicitation Statement dated June 17, 2020 (the "Statement"), which more fully sets forth the terms and conditions of the Offer and Consent Solicitation.

Key Points: 
  • The Offer and Consent Solicitation are being made pursuant to an Offer to Purchase and Consent Solicitation Statement dated June 17, 2020 (the "Statement"), which more fully sets forth the terms and conditions of the Offer and Consent Solicitation.
  • The Total Consideration includes the "Consent and Early Tender Payment" of $30.00 per $1,000 of the 2025 Notes.
  • Holders who validly tender their 2025 Notes pursuant to the Offer after the Early Tender Time will not be entitled to receive the Consent and Early Tender Payment.
  • Citigroup Global Markets Inc. is acting as the Dealer Manager and Solicitation Agent for the Offer and Consent Solicitation.

Mack-Cali Realty Corporation Reschedules Annual Meeting of Stockholders to July 1, 2020

Tuesday, June 30, 2020 - 5:12pm

JERSEY CITY, N.J., June 30, 2020 /PRNewswire/ --Mack-Cali Realty Corporation (NYSE: CLI) today announced that the Company has rescheduled its 2020 Annual Meeting of Stockholders for Wednesday, July 1, 2020 at 12:00 p.m. Eastern Standard Time.

Key Points: 
  • JERSEY CITY, N.J., June 30, 2020 /PRNewswire/ --Mack-Cali Realty Corporation (NYSE: CLI) today announced that the Company has rescheduled its 2020 Annual Meeting of Stockholders for Wednesday, July 1, 2020 at 12:00 p.m. Eastern Standard Time.
  • Stockholders that have pre-registered to attend the virtual meeting can refer to their confirmation email from CESVote.com containing a link and instructions for entering the virtual Annual Meeting.
  • This communication may be deemed to contain solicitation material in respect to the solicitation of proxies from the Company's stockholders in connection with the Annual Meeting.
  • Mack-Caliand certain of its directors and executive officers are participants in the solicitation of proxies from the Company's stockholders in connection with the Annual Meeting.

New Enterprise Stone & Lime Co., Inc. Announces Cash Tender Offer and Consent Solicitation for its Outstanding 10.125% Senior Notes Due 2022

Tuesday, June 30, 2020 - 1:59pm

The Company may amend, extend or terminate the Tender Offer or the Consent Solicitation in its sole discretion and subject to applicable law.

Key Points: 
  • The Company may amend, extend or terminate the Tender Offer or the Consent Solicitation in its sole discretion and subject to applicable law.
  • Goldman Sachs & Co. LLC is acting as the dealer manager and solicitation agent for the Tender Offer and the Consent Solicitation.
  • Questions regarding the Tender Offer and the Consent Solicitation should be directed to Goldman Sachs & Co. LLC at (800) 828-3182.
  • The Tender Offer and the Consent Solicitation are being made solely by means of the Offer Documents.

WMG Acquisition Corp. Announces Receipt of Requisite Consents With Respect to Tender Offer and Consent Solicitation for 5.000% Senior Secured Notes Due 2023

Friday, June 26, 2020 - 2:01pm

This announcement is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of an offer to sell securities with respect to the Notes.

Key Points: 
  • This announcement is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of an offer to sell securities with respect to the Notes.
  • The tender offer is only being made pursuant to the terms of the Statement and the related Consent and Letter of Transmittal.
  • The Company has engaged Credit Suisse Securities (USA) LLC as Dealer Manager for the tender offer and as Solicitation Agent for the consent solicitation.
  • Requests for copies of the Offer to Purchase and Consent Solicitation Statement or other tender offer materials may be directed to D.F.

Cincinnati Bell Inc. Announces Supplement To Consent Solicitation Statement With Respect To Consent Solicitations For 7.000% Senior Notes Due 2024 And 8.000% Senior Notes Due 2025

Friday, June 26, 2020 - 12:25am

The Company may, in its sole discretion, terminate, further extend or amend either Consent Solicitation at any time as described in the Consent Solicitation Statement.

Key Points: 
  • The Company may, in its sole discretion, terminate, further extend or amend either Consent Solicitation at any time as described in the Consent Solicitation Statement.
  • All capitalized terms used in this press release but not defined herein have the meaning given to them in the Consent Solicitation Statement.
  • The 2024 Notes Consent Solicitation is separate and distinct from the 2025 Notes Consent Solicitation, and each Consent Solicitation is being made independently of, and is not conditioned on, the consummation of the other Consent Solicitation.
  • This press release is for informational purposes only and each Consent Solicitation is being made solely on the terms and subject to the conditions set forth in the Consent Solicitation Statement.