Interpool (NYSE:IPX)
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Interpool, Inc. (NYSE: IPX) announced today that it received, as of 5:00
p.m., New York City time, on July 3, 2007, tenders and consents from
holders of approximately $229 million aggregate principal amount of its
outstanding 6.00% Senior Notes due 2014 (the “Notes”),
representing over 99% of the total outstanding principal amount of the
Notes, pursuant to its previously announced tender offer and consent
solicitation for the Notes. The consents received exceeded the amount
needed to approve the adoption of the proposed amendments to the
indenture under which the Notes were issued. The terms of the tender
offer and consent solicitation, including the proposed amendments to the
indenture governing the Notes, are described in the Offer to Purchase
and Consent Solicitation Statement dated June 13, 2007, as amended (the “Tender
Offer Documents”).
Based on the consents received, the company expects to execute a
supplemental indenture as soon as practicable. When executed, the
supplemental indenture will be effective, but the proposed amendments to
eliminate most of the restrictive covenants and events of default in the
indenture and the Notes will not become operative unless and until Notes
are accepted for purchase by the company pursuant to the tender offer.
Notes may be tendered pursuant to the tender offer until 8:00 a.m., New
York City time, on July 19, 2007, unless extended (the “Expiration
Date”). Holders who validly tender Notes after
5:00 p.m., New York City time, on July 3, 2007 but prior to the
Expiration Date will, if such Notes are accepted for purchase pursuant
to the tender offer, receive $1,027.00 per $1,000 principal amount of
the Notes (the “Tender Offer Consideration”),
plus accrued but unpaid interest to, but not including, the date of
payment for the Notes so tendered.
Completion of the tender offer remains subject to the satisfaction of
certain conditions, including, but not limited to, receipt by Interpool
of the funds necessary to make all payments required to complete the
tender offer, including interest and other costs and expenses related to
the tender offer, and the satisfaction or waiver of all conditions
precedent to the consummation of the merger of Interpool and Chariot
Acquisition Sub, Inc., an indirect wholly owned subsidiary of funds
managed by affiliates of Fortress Investment Group LLC (the “Merger”),
and the expectation that the Merger will be consummated immediately
following the Expiration Date.
The exclusive dealer manager and solicitation agent for the tender offer
and consent solicitation is Bear, Stearns & Co. Inc (“Bear
Stearns”). Questions regarding the tender
offer may directed to Bear Stearns at (877) 696-BEAR (toll free) or
(212) 272-5112 (collect). The tender agent for the tender offer is D.F.
King & Co., Inc. Requests for Tender Offer Documents may be directed to
D.F. King & Co., Inc., as information agent for the tender offer, at 48
Wall Street, 22nd Floor, New York, New York
10005. The information agent may be contacted at (212) 269-5550 (for
banks and brokers only) and (888) 628-8208 (for all others toll free).
This release does not constitute an offer to purchase, a solicitation of
an offer to sell or a solicitation of consents with respect to any
securities. The tender offer is being made solely by the Statement.
ABOUT INTERPOOL, INC.
Interpool is one of the world’s leading
suppliers of equipment and services to the transportation industry. It
is the world’s largest lessor of intermodal
container chassis and a world-leading lessor of cargo containers used in
international trade.
CAUTIONARY STATEMENTS
This press release contains certain forward-looking statements regarding
future circumstances. These forward-looking statements are subject to
risk and uncertainties that could cause actual results to differ
materially from those contemplated in such forward-looking statements,
including in particular the risks and uncertainties described in
Interpool’s SEC filings. The company
undertakes no obligation to publicly release any revisions to these
forward-looking statements to reflect events or circumstances after the
date hereof.
Note: This press release and other press releases and information can be
viewed at Interpool’s website at www.interpool.com.