Latest news with #tenderOffer
Associated Press
12-06-2025
- Business
- Associated Press
HASI Announces Cash Tender Offer for up to $500 Million Aggregate Principal Amount of 3.375% Senior Notes Due 2026 and 8.00% Green Senior Unsecured Notes Due 2027
ANNAPOLIS, Md.--(BUSINESS WIRE)--Jun 12, 2025-- HA Sustainable Infrastructure Capital, Inc. ('HASI') (NYSE: HASI), a leading investor in sustainable infrastructure assets, today announced that its wholly-owned subsidiaries HAT Holdings I LLC, a Maryland limited liability company ('HAT I') and HAT Holdings II LLC, a Maryland limited liability company ('HAT II,' and together with HAT I, the 'Company') commenced a cash tender offer (the 'Tender Offer') to purchase the outstanding notes listed in the table below (collectively, the 'Notes' and each a 'Series' of Notes) having an aggregate principal amount of up to $500,000,000 (as it may be increased or decreased by the Company in accordance with applicable law, the 'Maximum Aggregate Principal Amount'), in the order of priority, and subject to the Series Cap shown in the table below. The terms and conditions of the Tender Offer are described in an Offer to Purchase dated June 12, 2025 (as it may be amended or supplemented, the 'Offer to Purchase'). The Tender Offer is subject to the satisfaction of certain conditions as set forth in the Offer to Purchase, including the receipt of aggregate gross proceeds in an amount sufficient to effect the repurchase of the Notes validly tendered and accepted for purchase pursuant to the Offer to Purchase on or prior to the Early Settlement Date on terms acceptable to the Company from the concurrent public offering of senior debt securities issued by HASI and guaranteed on a senior basis by the Company and certain other of HASI's subsidiaries (the 'Guarantors'). Subject to applicable law, the Company may waive any and all of these conditions or extend, terminate or withdraw the Tender Offer with respect to one or more Series of Notes including increase or decrease the Maximum Aggregate Principal Amount and/or increase, decrease or eliminate the Series Cap at any time, including on or after the Price Determination Date. The Tender Offer is not conditioned upon any minimum amount of Notes being tendered. Capitalized terms used in this news release and not defined herein have the meanings given to them in the Offer to Purchase. The amounts of each Series of Notes that are purchased in the Tender Offer will be determined in accordance with the priorities identified in the column 'Acceptance Priority Level' in the table above and will be subject to the Series Cap. The Tender Offer will expire at 5:00 p.m., New York City time, on July 14, 2025, unless extended (such date and time, as the same may be extended, the 'Expiration Date') or earlier terminated. In order to receive the applicable Total Tender Offer Consideration, holders of Notes subject to the Tender Offer must validly tender and not validly withdraw their Notes before the Early Tender Deadline, which is 5:00 p.m., New York City time, on June 26, 2025, unless extended. Holders of Notes subject to the Tender Offer who validly tender their Notes after the Early Tender Deadline and before the Expiration Date and whose Notes are accepted for purchase will receive the applicable Late Tender Offer Consideration. The applicable Total Tender Offer Consideration for each $1,000 in principal amount of Notes tendered and not withdrawn before the Early Tender Deadline and accepted for payment pursuant to the Tender Offer on the Early Settlement Date (as defined below) will be determined in the manner described in the Offer to Purchase. The consideration will be determined by reference to a fixed spread specified for each Series of Notes over the yield based on the bid-side price of the applicable Reference U.S. Treasury Security specified in the table above, as fully described in the Offer to Purchase. The consideration will be calculated by the Dealer Managers for the Tender Offer at 9:00 a.m., New York City time, on the business day immediately following the Early Tender Deadline, unless extended (such date and time, as the same may be extended, the 'Price Determination Date'). The Price Determination Date is expected to be June 27, 2025. The Early Tender Premium for each Series of Notes is $30 per $1,000 principal amount of Notes. The Late Tender Offer Consideration for the Notes purchased pursuant to the Tender Offer will be calculated by taking the Total Tender Offer Consideration for the applicable Series of Notes and subtracting from it the Early Tender Premium of $30 per $1,000 principal amount of Notes. In addition to the applicable Total Tender Offer Consideration or applicable Late Tender Offer Consideration, as the case may be, accrued and unpaid interest up to, but not including, the applicable Settlement Date will be paid in cash on all validly tendered Notes accepted for purchase in the Tender Offer. The purchase price plus accrued and unpaid interest for Notes that are validly tendered and not validly withdrawn on or before the Early Tender Deadline and accepted for purchase will be paid by the Company in same day funds promptly following the Early Tender Deadline (the 'Early Settlement Date'). The Company expects that the Early Settlement Date will be June 30, 2025, the second business day after the Early Tender Deadline. The purchase price plus accrued and unpaid interest for Notes that are validly tendered after the Early Tender Deadline and on or before the Expiration Date and accepted for purchase will be paid by the Company in same day funds promptly following the Expiration Date (the 'Final Settlement Date'). The Company expects that the Final Settlement Date will be July 16, 2025, the second business day after the Expiration Date, assuming Notes representing an aggregate principal amount equal to the Maximum Aggregate Principal Amount are not purchased on the Early Settlement Date. No tenders will be valid if submitted after the Expiration Date. If Notes are validly tendered and not validly withdrawn having an aggregate principal amount equal to or greater than the Maximum Aggregate Principal Amount as of the Early Tender Deadline, Holders who validly tender Notes after the Early Tender Deadline but on or before the Expiration Date will not have any of their Notes accepted for purchase, subject to the Series Cap. Holders of Notes subject to the Tender Offer who validly tender their Notes on or before the Early Tender Deadline may not withdraw their Notes after 5:00 p.m., New York City time, on June 26, 2025, unless extended (such date and time, as the same may be extended, the 'Withdrawal Deadline'), except in the limited circumstances described in the Offer to Purchase. Holders of Notes subject to the Tender Offer who validly tender their Notes after the Withdrawal Deadline but on or before the Expiration Date may not withdraw their Notes except in the limited circumstances described in the Offer to Purchase. Subject to the Maximum Aggregate Principal Amount and the Series Cap, all Notes validly tendered and not validly withdrawn at or before the Early Tender Deadline having a higher Acceptance Priority Level will be accepted before any validly tendered and not validly withdrawn Notes having a lower Acceptance Priority Level, and all Notes validly tendered after the Early Tender Deadline having a higher Acceptance Priority Level will be accepted before any Notes tendered after the Early Tender Deadline having a lower Acceptance Priority Level. However, if Notes are validly tendered and not validly withdrawn having an aggregate principal amount less than the Maximum Aggregate Principal Amount as of the Early Tender Deadline, Notes validly tendered and not validly withdrawn at or before the Early Tender Deadline, subject to the Series Cap, will be accepted for purchase in priority to Notes tendered after the Early Tender Deadline, even if such Notes tendered after the Early Tender Deadline have a higher Acceptance Priority Level than Notes validly tendered and not validly withdrawn at or before the Early Tender Deadline. Notes of the Series in the last Acceptance Priority Level accepted for purchase in accordance with the terms and conditions of the Tender Offer may be subject to proration so that the Company will only accept for purchase Notes having an aggregate principal amount of up to the Maximum Aggregate Principal Amount. From time to time, the Company may purchase additional Notes in the open market, in privately negotiated transactions, through tender offers or otherwise, or may redeem Notes pursuant to the terms of the applicable indenture governing the applicable Series of Notes. Any future purchases or redemptions may be on the same terms or on terms that are more or less favorable to Holders of Notes than the terms of the Tender Offer. Any future purchases by the Company will depend on various factors existing at that time. There can be no assurance as to which, if any, of these alternatives (or combinations thereof) the Company may choose to pursue in the future. The effect of any of these actions may directly or indirectly affect the price of any Notes that remain outstanding after the consummation or termination of the Tender Offer. Notwithstanding any other provision of the Tender Offer, the Company's obligation to accept for purchase, and to pay for, Notes validly tendered and not validly withdrawn, if applicable, pursuant to the Tender Offer (up to the Maximum Aggregate Principal Amount, the Series Cap and subject to proration) is subject to, and conditioned upon, the satisfaction of or, where applicable, its waiver of, the General Conditions (as defined below) and the condition that the Company receive aggregate gross proceeds from the Concurrent Notes Offering on or prior to the Early Settlement Date in an amount that is sufficient to effect the repurchase of the Notes validly tendered and accepted for purchase pursuant to this Offer to Purchase, on terms satisfactory to the Company in its sole discretion (the 'Financing Condition'). J.P. Morgan Securities LLC and Citigroup Global Markets Inc. are the Dealer Managers for the Tender Offer. D.F. King & Co., Inc. is the Tender Agent and Information Agent. Persons with questions regarding the Tender Offer should contact J.P. Morgan Securities LLC at +1 (866) 834-4666 (toll free) or +1 (212) 834-3554 (collect) or Citigroup Global Markets Inc. (toll-free) at +1 (800) 558-3745 or +1 (212) 723-6106 (collect). Questions regarding the tendering of Notes and requests for copies of the Offer to Purchase and related materials should be directed to D.F. King & Co., Inc. at (212) 269-5550 (for banks and brokers) or (866) 416-0577 (all others, toll-free) or email [email protected]. This news release is neither an offer to purchase nor a solicitation of an offer to sell the Notes. The Tender Offer is made only by the Offer to Purchase and the information in this news release is qualified by reference to the Offer to Purchase dated June 12, 2025. There is no separate letter of transmittal in connection with the Offer to Purchase. None of the Company, HASI, the HASI Board of Directors, the Dealer Managers, the Tender Agent and Information Agent or the trustees with respect to any Notes is making any recommendation as to whether holders should tender any Notes in response to the Tender Offer, and neither Company nor any such other person has authorized any person to make any such recommendation. Holders must make their own decision as to whether to tender any of their Notes, and, if so, the principal amount of Notes to tender. About HASI HASI is an investor in sustainable infrastructure assets advancing the energy transition. With more than $14 billion in managed assets, HASI's investments are diversified across multiple asset classes, including utility-scale solar, onshore wind, and storage; distributed solar and storage; RNG; and energy efficiency. HASI combines deep expertise in energy markets and financial structuring with long-standing programmatic client partnerships to deliver superior risk-adjusted returns and measurable environmental benefits. Forward-Looking Statements:View source version on CONTACT: Investors: Aaron Chew [email protected] 240-343-7526Media: Gil Jenkins [email protected] 443-321-5753 KEYWORD: UNITED STATES NORTH AMERICA MARYLAND INDUSTRY KEYWORD: ENVIRONMENT UTILITIES SUSTAINABILITY ALTERNATIVE ENERGY GREEN TECHNOLOGY ENERGY SOURCE: HA Sustainable Infrastructure Capital, Inc. Copyright Business Wire 2025. PUB: 06/12/2025 09:22 AM/DISC: 06/12/2025 09:20 AM
Yahoo
03-06-2025
- Business
- Yahoo
FORVIA TO OFFER AN ADDITIONAL EUR 200 MILLION OF SENIOR NOTES DUE 2030
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED STATES SECURITIES ACT OF 1993, AS AMENDED (THE 'SECURITIES ACT')) OR ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE US VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA OR IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT. NANTERRE (FRANCE)JUNE 3, 2025 FORVIA TO OFFER AN ADDITIONAL EUR 200 MILLION OF SENIOR NOTES DUE 2030 FORVIA has announced today that it will make an offering of EUR 200 million in aggregate principal amount of senior notes due 2030 (the 'New Notes') to be consolidated and form a single series with the existing EUR 750 million in aggregate principal amount of senior notes due 2030 issued on March 24, 2025 after the expiry of a 40-day distribution compliance period. The completion of the offering of the New Notes is subject to market conditions. FORVIA intends to use the proceeds of the offering of the New Notes to fund the repurchase of FORVIA's outstanding 2.750% Sustainability-Linked Notes due 2027 (the '2027 Sustainability-Linked Notes') in a cash tender offer (the 'Tender Offer') and pay fees and expenses incurred in connection therewith, including net premiums and accrued and unpaid interest on the 2027 Sustainability-Linked Notes, and fees and expenses incurred in connection with the offering of the New Notes. The Tender Offer launches today and remains subject to conditions, such as the completion of the offering of the New Notes. FORVIA plans to repurchase the 2027 Sustainability-Linked Notes in an amount expected to be equal to the principal amount of the New Notes. The final amount of 2027 Sustainability-Linked Notes accepted in the Tender Offer will be subject to the final amounts of tenders received. IMPORTANT NOTICE This document is not an offer of securities for sale in the United States. The notes being offered by Forvia (the 'New Notes") may not be sold in the United States unless they are registered under the Securities Act or are exempt from registration. The offering of New Notes described in this announcement has not been and will not be registered under the Securities Act, and accordingly any offer or sale of New Notes may be made only in a transaction exempt from the registration requirements of the Securities Act. Nothing herein shall be construed as an offer to purchase or a solicitation of an offer to sell or buy any notes, including the 2027 Sustainability-Linked Notes. Nothing herein constitutes a notice of redemption for the 2027 Sustainability-Linked Notes. It may be unlawful to distribute this document in certain jurisdictions. This document is not for distribution in Canada, Japan or Australia. The information in this document does not constitute an offer of securities for sale in Canada, Japan or Australia. Promotion of the New Notes in the United Kingdom is restricted by the Financial Services and Markets Act 2000 (the 'FSMA'), and accordingly, the New Notes are not being promoted to the general public in the United Kingdom. This announcement is directed solely at (i) persons located outside the United Kingdom, (ii) persons with professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the 'Order'), (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order and (iv) persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) in connection with the issue or sale of any securities of the Issuer or any member of its group may otherwise lawfully be communicated or caused to be communicated (all such persons in (i) – (iv) above being 'relevant persons'). Any investment activity to which this announcement relates will only be available to and will only be engaged with relevant persons. Any person who is not a relevant person should not act or rely on this announcement. The offer and sale of the New Notes will be made pursuant to an exemption under the Prospectus Regulation from the requirement to produce a prospectus for offers of securities. This announcement does not constitute a prospectus within the meaning of the Regulation EU 2017/1129, as amended (the "Prospectus Regulation") or an offer to the public. The offer and sale of the New Notes will be made pursuant to an exemption under the UK Prospectus Regulation from the requirement to produce a prospectus for offers of securities. This announcement does not constitute a prospectus within the meaning of the Prospectus Regulation as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the 'UK Prospectus Regulation') or an offer to the public. MiFID II professionals/ECPs-only/No PRIIPs KID – Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as the New Notes are not available to retail investors in EEA. MiFIR professionals/ECPs-only/No UK PRIIPs KID – Manufacturer target market (UK MIFIR product governance) is eligible counterparties and professional clients only (all distribution channels). No UK PRIIPs key information document (KID) has been prepared as the New Notes are not available to retail investors in the UK. Neither the content of Forvia's website nor any website accessible by hyperlinks on Forvia'swebsite is incorporated in, or forms part of, this announcement. The distribution of thisannouncement into any jurisdiction may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No money, securities or other consideration is being solicited, and, if sent in response to the information contained herein, no money, securities or other consideration will be accepted. Attachment 20250603 FORVIA TO OFFER AN ADDITIONAL EUR 200 MILLION OF SENIOR NOTES DUE 2030Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Reuters
19-05-2025
- Automotive
- Reuters
Toyota Industries to accept Toyota group's planned tender offer, Kyodo says
TOKYO, May 19 (Reuters) - Toyota Industries Corp (6201.T), opens new tab plans to accept a tender offer by Toyota Motor Corp (7203.T), opens new tab, its chairman Akio Toyoda and others, and is making arrangements to announce its intention as early in May, Kyodo news agency reported on Monday. Bloomberg News reported last month Toyota Motor Chairman Toyoda has proposed acquiring supplier Toyota Industries in a possible 6 trillion yen ($41 billion) deal. Following the report, Toyota said it was considering a potential buyout of the key parts supplier. If realised, that would be a landmark deal for Japan Inc that transforms its most influential corporate group. Toyota and Toyota Industries did not immediately respond to requests for comment on the Kyodo report. ($1 = 144.8700 yen)
Associated Press
09-05-2025
- Business
- Associated Press
Paul Mueller Company Announces Expiration of Share Repurchase Program and Declares Quarterly Cash Dividend.
SPRINGFIELD, Mo., May 09, 2025 (GLOBE NEWSWIRE) -- Paul Mueller Company (OTC: MUEL) today announced that its Board of Directors has declared a cash dividend of 30 cents ($0.30) per share on its outstanding common stock. The action was taken on May 9, 2025, by unanimous consent of the Board of Directors. The dividend of 30 cents ($0.30) per share is payable on June 27, 2025, to shareholders of record on May 27, 2025. Additionally, on May 8, 2025, the tender offer, announced on March 31, 2025, expired with 6,654 shares being tendered for a total of $1,663,500. On May 12, 2025, Computershare, the Depository for the tender offer, will deliver funds to the Depository Trust Company to be disbursed to the brokerage accounts of those who tendered shares. On May 13, 2025, Computershare will mail checks to those registered shareholders who correctly tendered their shares. Press Contact: Ken Jeffries | Paul Mueller Company | Springfield, MO 65802 | 417-575-9000 [email protected] |
