14.01.2005 23:54:00
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LNR Property Corporation Executes Supplemental Indentures Relating to
Business Editors
MIAMI BEACH, Fla.--(BUSINESS WIRE)--Jan. 14, 2005--LNR Property Corporation (NYSE:LNR), today announced that it has executed Supplemental Indentures amending the Indentures relating to its 7.625% Senior Subordinated Notes due 2013 and its 7.25% Senior Subordinated Notes due 2013. The execution of the Supplemental Indentures was accomplished as a result of the receipt of tenders and related consents from the holders of a majority in principal amount of each issue of Notes in response to LNR's previously announced tender offer and consent solicitation.
The Supplemental Indentures amend the Indentures to which they relate to eliminate substantially all of the covenants contained in the Indentures other than the covenants to pay principal and interest when the Notes are due and to offer to holders of the Notes the right to tender their Notes to LNR at 101% of their principal amount after a change of control of LNR (including the previously announced merger with a subsidiary of Riley Property Holdings LLC), as well as to eliminate certain events of default.
Each of the Supplemental Indentures became effective when it was executed. However, the amendments to an Indenture will not become operative until LNR pays for the Notes which are the subject of the Indenture that are properly tendered in response to a tender offer and consent solicitation LNR has made and not validly withdrawn. The tender offer is conditioned on, among other things, completion of the merger with a subsidiary of Riley Property Holdings. If the amendments to an Indenture become operative, they will be effective from the date the related Supplemental Indenture was executed.
Because the Supplemental Indentures relating to the two issues of Senior Subordinated Notes have been executed, Notes of each issue tendered in response to LNR's tender offer can no longer be withdrawn.
At 5:00 p.m., New York City time, on January 14, 2005, $325 million principal amount of the 7.625% Senior Subordinated Notes (out of a total of $350 million principal amount) and $390 million principal amount of the 7.25% Senior Subordinated Notes (out of a total of $400 million principal amount) had been properly tendered and not validly withdrawn. Tenders of Notes of an issue include consents to the amendments effected by the Supplemental Indenture related to that issue of Notes.
Holders who properly tendered Notes prior to 5:00 p.m., New York City time, on January 14, 2005, and did not validly withdraw them are entitled to receive, in addition to the price being paid for their Notes, a payment of $30.00 per $1,000 principal amount for the consents. Notes can still be tendered until the tender offer expires at 5:00 p.m., New York City time, on January 28, 2005, or any later date to which it may be extended. However, holders who tender Notes after 5:00 p.m., New York City time, on January 14, 2005, will no longer receive payments for consents.
This is not an offer to purchase Notes or a solicitation of consents. The offer to purchase and consent solicitation is made solely by the Offer to Purchase and Consent Solicitation, dated December 30, 2004, as modified by an Amendment to Offer to Purchase and Consent Solicitation, dated January 12, 2005, and a form of Consent and Letter of Transmittal that accompanied the Offer to Purchase and Consent Solicitation.
--30--JAR/mi*
CONTACT: LNR Property Corporation, Miami Beach Shelly Rubin, 305-695-5440
KEYWORD: FLORIDA INDUSTRY KEYWORD: REAL ESTATE BUILDING/CONSTRUCTION SOURCE: LNR Property Corporation
Copyright Business Wire 2005
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