Roche Holdings, Inc. Announces Early Tender Results of its Debt Tender Offer
PR Newswire
BASEL, Switzerland, Nov. 13, 2014
BASEL, Switzerland, Nov. 13, 2014 /PRNewswire/ — Roche Holdings, Inc. (the “Offeror“) announced today the early tender results of its previously announced tender offer (the “Offer“) to purchase for cash for a combined aggregate purchase price (exclusive of accrued and unpaid interest) of up to $2.2 billion (the “Maximum Tender Amount“) the 5.25% Senior Notes due 2035 issued by the Offeror’s subsidiary Genentech, Inc. (“Genentech“) (CUSIP No. 368710 AC3) and the 7.00% Notes due 2039 issued by the Offeror and guaranteed by Roche Holding Ltd (the “Company“) (CUSIP Nos. 771196 AU6 and U75000 AN6) (collectively, the “Securities“).
The principal amount of each series of Securities that were validly tendered and not validly withdrawn as of 5:00 p.m., New York City time, on November 12, 2014 (the “Early Tender Date“) is specified in the table below.
Title of Security |
Issuer |
CUSIP and ISIN Numbers |
Principal |
Acceptance Priority Level |
Principal Amount Tendered |
Early Tender Premium (per $1,000) |
Total Consideration (per $1,000)(1) |
|||||||
5.25% Senior Notes due 2035 |
Genentech, Inc. |
368710 AC3 US368710AC32 |
$500,000,000 |
1 |
$149,834,000 |
$50.00 |
$1,196.42 |
|||||||
7.00% Notes due 2039 |
Roche Holdings, Inc. |
771196 AU6 U75000 AN6 US771196AU61 USU75000AN65 |
$2,500,000,000 |
2 |
$893,925,000 |
$50.00 |
$1,456.92 |
|||||||
(1) Inclusive of the Early Tender Premium. |
The Offer is being made upon and is subject to the terms and conditions set forth in the offer to purchase dated October 29, 2014 (the “Offer to Purchase“). The Offer will expire at 11:59 p.m., New York City time, on November 26, 2014, unless extended or earlier terminated by the Offeror (as it may be extended or earlier terminated, the “Expiration Date“). The deadline to validly withdraw tenders of Securities was 5:00 p.m., New York City time, on November 12, 2014; therefore, Securities that have been tendered and not validly withdrawn, and Securities tendered after that date, may not be withdrawn unless otherwise required by applicable law.
The Offeror’s obligation to accept for payment and to pay for Securities validly tendered in the Offer is subject to the satisfaction or waiver of certain conditions, including the successful completion and closing of a private offering of new notes by the Offeror on terms (including economic terms) satisfactory to the Offeror (the “Financing Condition“), as well as certain other conditions set out in the Offer to Purchase. The Offeror reserves the right, subject to applicable law, to: (i) waive any and all conditions to the Offer; (ii) extend or terminate the Offer; (iii) increase or decrease the Maximum Tender Amount; or (iv) otherwise amend the Offer in any respect.
J.P. Morgan Securities LLC is acting as Dealer Manager for the Offer. The information agent and tender agent (the “Information and Tender Agent“) for the Offer is D.F. King & Co., Inc. Copies of the Offer to Purchase and related offering materials are available by contacting the Information and Tender Agent at (800) 761-6521 (toll-free) or (212) 269-5550 (collect) or email:
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