DigitalGlobe Announces Early Results of Its Tender Offer and Related Consent Solicitation for its 5.25% Senior Notes due 2021
20 December 2016 - 11:05AM
Business Wire
DigitalGlobe, Inc. (NYSE: DGI) (“DigitalGlobe”) announced today,
as of the consent payment deadline of 5:00 p.m. New York City time,
on December 19, 2016, the results of its previously announced
tender offer to purchase for cash (the “Tender Offer”) any and all
of the $600.0 million aggregate principal amount outstanding of its
5.25% Senior Notes due 2021 (the “Notes”) and a solicitation of
consents (the “Consent Solicitation”) for proposed amendments (the
“Proposed Amendments”) to the related indenture governing the
Notes. The Tender Offer and the Consent Solicitation are being made
pursuant to an Offer to Purchase and Consent Solicitation
Statement, dated December 6, 2016 (the “Offer to Purchase and
Consent Solicitation Statement”), and related consent and letter of
transmittal. The Tender Offer will expire at 11:59 p.m., New York
City time, on January 4, 2017.
As of the consent payment deadline, a total of $565,587,000
(94.26% outstanding) aggregate principal amount of the outstanding
Notes had been validly tendered (and related consents delivered)
and not validly withdrawn.
As a result, as of the consent payment deadline, DigitalGlobe
received the requisite consents from holders of at least a majority
of the outstanding principal amount of the Notes to effect the
Proposed Amendments. On December 19, 2016, DigitalGlobe and the
trustee for the Notes entered into a supplemental indenture to the
indenture governing the Notes, giving effect to the Proposed
Amendments. The supplemental indenture is binding as of its
execution and will become operative on the initial settlement date
of the Tender Offer, which is expected to occur on December 22,
2016.
Holders that validly tendered prior to the consent payment
deadline and whose Notes were accepted will receive total
consideration of $1,030.92 per $1,000 principal amount of purchased
Notes, which includes a consent payment of $30.00 per $1,000
principal amount of Notes, plus accrued and unpaid interest up to,
but not including, the initial settlement date of December 22,
2016. Holders that validly tender after the consent payment
deadline, but prior to the expiration of the Tender Offer, and
whose Notes are accepted, will receive the tender offer
consideration of $1,000.92 per $1,000 principal amount of Notes,
plus accrued and unpaid interest up to, but not including, the
final settlement date, which is expected to be January 5, 2017.
Holders of Notes that tender after the consent payment deadline
will not receive a consent payment. As the withdrawal time of 5:00
p.m., New York City time, on December 19, 2016 has passed, any
tendered Notes may not be withdrawn except as required by law.
This news release is neither an offer to purchase nor a
solicitation of an offer to sell any Notes. The Tender Offer is
being made only pursuant to the Offer to Purchase and Consent
Solicitation Statement and the related consent and letter of
transmittal, copies of which have been delivered to all holders of
the Notes. Persons with questions regarding the Tender Offer should
contact Barclays Capital Inc., the dealer manager, at (800)
438-3242 (toll free) or (212) 528-7581 (collect) – or the
Information Agent, Global Bondholder Services Corporation, at (866)
470-3800 (toll free) or (212) 430-3774 (collect).
About DigitalGlobe
DigitalGlobe is a leading provider of commercial high-resolution
Earth observation and advanced geospatial solutions that help
decision makers better understand our changing planet in order to
save lives, resources and time. Sourced from the world's leading
constellation, our imagery solutions deliver unmatched coverage and
capacity to meet our customers' most demanding mission
requirements.
Special note about forward-looking statement
Certain statements contained herein contain forward-looking
statements. Forward-looking statements relate to future events or
future financial performance. We generally identify forward-looking
statements by terminology such as “may,” “will,” “should,”
“expects,” “plans,” “anticipates,” “could,” “intends,” “target,”
“projects,” “contemplates,” “believes,” “estimates,” “predicts,”
“potential,” “continue” or “looks forward to” or the negative of
these terms or other similar words, although not all
forward-looking statements contain these words. Forward-looking
statements are based upon our current expectations and assumptions
of future events and are subject to risks and uncertainties that
could cause our actual results or performance to differ materially
from those indicated by such forward-looking statements. Some of
the risk and uncertainties that could cause actual results to
differ include, but are not limited to: the loss or reduction in
scope of any of our primary contracts, or decisions by customers
not to exercise renewal options; the availability of government
funding for our products and services both domestically and
internationally; our ability to meet our obligations under the
EnhancedView contract; our reliance on a limited number of vendors
to provide certain key products or services to us; breach of our
system security measures or loss of our secure facility clearance
and accreditation; the loss or damage to any of our satellites;
delays in the construction and launch of any of our satellites or
our ability to achieve and maintain full operational capacity of
all our satellites; loss or damage to the content contained in our
ImageLibrary; interruption or failure of our ground systems and
other infrastructure; decrease in demand for our imagery products
and services; increased competition that may reduce our market
share or cause us to lower our prices; changes in political or
economic conditions, including fluctuations in the value of foreign
currencies, interest rates, energy and commodity prices, trade laws
and the effects of governmental initiatives to manage economic
conditions; our ability to recruit, hire or retain key employees or
a highly skilled and diverse workforce; failure to obtain or
maintain required regulatory approvals and licenses; and, changes
in U.S. or foreign law or regulation that may limit our ability to
distribute our imagery products and services. Additional
information concerning these and other risk factors can be found in
our filings with the Securities and Exchange Commission, including
Item 1A of our Annual Report on Form 10-K for the year ended
December 31, 2015.
We undertake no obligation to revise or update any
forward-looking statements, except as required by law. Readers are
cautioned not to place undue reliance on any of these
forward-looking statements.
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version on businesswire.com: http://www.businesswire.com/news/home/20161219006305/en/
Media Contact:Edelman for DigitalGlobeAshley Chauvin,
212-277-3818DigitalGlobe@edelman.comorInvestor Relations
Contact:DigitalGlobe, Inc.Fred Graffam,
303-684-1692ir@digitalglobe.com
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