Avis Budget Group Announces Early Results of Tender Offer for 9 5/8% Senior
Notes Due 2018 and 9.75% Senior Notes Due 2020
Company Also Announces Closing of Offering of $500 Million of 5.50% Senior
Notes due 2023
PARSIPPANY, N.J., April 3, 2013 (GLOBE NEWSWIRE) -- Avis Budget Group, Inc.
(Nasdaq:CAR) (the "Company") announced today the early results of the
previously announced cash tender offers (the "Offers") by its wholly-owned
subsidiaries, Avis Budget Car Rental, LLC and Avis Budget Finance, Inc.
(collectively, the "Issuers"), to purchase any and all of the Issuers'
outstanding $450 million in aggregate principal amount of 9 5/8% Senior Notes
due 2018 (the "2018 Notes") and to purchase in an aggregate purchase price up
to the Modified Dutch Auction Cap (as defined below) of their 9.75% Senior
Notes due 2020 (the "2020 Notes" and together with the 2018 Notes, the
The Offers are being made upon and are subject to the terms and conditions set
forth in the Offer to Purchase, dated March 19, 2013 (as it may be amended or
supplemented from time to time, the "Offer to Purchase").
As of 5:00 p.m., New York City time, on April 2, 2013 (the "Early Tender
Deadline"), $325,420,000 in aggregate principal amount of 2018 Notes,
representing approximately 72% of the aggregate principal amount outstanding
of 2018 Notes, and $25,623,000 in aggregate principal amount of 2020 Notes,
representing approximately 10% of the aggregate principal amount outstanding
of 2020 Notes, were validly tendered and not validly withdrawn. Acceptance by
the Issuers of any Notes tendered will be subject to the terms and the
conditions set forth in the Offer to Purchase.
The Issuers have accepted for payment and will settle the tender offer with
respect to all of the aggregate principal amount of 2018 Notes that were
validly tendered at or prior to the Early Tender Date (the "Early
The Issuers intend to fund the Early Settlement of the 2018 Notes, and intend
to fund further settlement of the Offers with the net proceeds of their
offering of $500 million aggregate principal amount of 5.50% senior notes due
2023, which was completed today, concurrently with the Early Settlement.
The Offers are scheduled to expire at 11:59 p.m., New York City time, on April
16, 2013, unless extended (such time and date, as the same may be extended,
the "Expiration Date").
As previously announced, holders who validly tendered (and did not validly
withdraw) 2018 Notes at or prior to the Early Tender Deadline, will receive
the "2018 Notes Total Consideration," which for each $1,000 principal amount
of 2018 Notes is equal to $1,127.50, including an "Early Tender Premium" of
$30.00 per $1,000 principal amount of 2018 Notes.Holders who validly tender
2018 Notes after the Early Tender Deadline but before the Expiration Date will
not be eligible to receive the Early Tender Premium, and instead will be
entitled to receive only the "2018 Notes Offer Consideration" which is equal
to the 2018 Notes Total Consideration minus the Early Tender Premium.
As more fully described in the Offer to Purchase, the consideration payable
for each $1,000 principal amount of 2020 Notes will be determined based on a
modified "Dutch Auction" procedure subject to a limit on the aggregate
purchase price to be paid for the 2020 Notes to be repurchased by the Issuers
(the "Modified Dutch Auction Cap") equal to $450 million minus the aggregate
purchase price paid for all 2018 Notes accepted for purchase.Holders who
validly tendered (and did not validly withdraw) 2020 Notes at or prior to the
Early Tender Deadline, and whose Notes are accepted for purchase by the
Issuers, will receive the applicable "2020 Notes Total Consideration,"
including an Early Tender Premium of $30.00 per $1,000 principal amount of
2020 Notes.Holders who validly tender 2020 Notes after the Early Tender
Deadline but before the Expiration Date will not be eligible to receive the
Early Tender Premium, and will be entitled to receive only the "2020 Notes
Offer Consideration" which is equal to the 2020 Notes Total Consideration
minus the Early Tender Premium.
The deadline to validly withdraw tenders of Notes was on April 2, 2013;
therefore Notes that have been tendered and not validly withdrawn, and Notes
tendered after that date, may not be withdrawn unless otherwise required by
The Issuers have retained Barclays Capital Inc. to act as the Dealer Manager
for the Offers. D.F. King & Co., Inc. is the Information Agent and Tender
Agent for the Offers. Questions regarding the Offers should be directed to
Barclays Capital Inc. at 800-438-3242 (toll free) or 212-528-7581 (collect).
Requests for documentation should be directed to D.F. King & Co., Inc. at
212-269-5550 (banks and brokers) and 800-967-4617 (all others). This press
release is for informational purposes only. This press release is not an
offer to purchase or a solicitation of an offer to purchase with respect to
any Notes or any other securities. The Offers are being made solely pursuant
to the Offer to Purchase and related documents. The Offers are not being made
to holders of Notes in any jurisdiction in which the making or acceptance
thereof would not be in compliance with the securities, blue sky or other laws
of such jurisdiction.In any jurisdiction in which the securities laws or blue
sky laws require the Offers to be made by a licensed broker or dealer, the
Offers will be deemed to be made on behalf of the Issuers by the Dealer
Manager, or one or more registered brokers or dealers that are licensed under
the laws of such jurisdiction.None of the Company, the Issuers, the Dealer
Manager, the Information Agent or the Tender Agent makes any recommendation as
to whether holders should tender or refrain from tendering their
Notes.Holders must make their own decision as to whether to tender Notes and,
if so, the principal amount of the Notes to tender.
About Avis Budget Group, Inc.
Avis Budget Group, Inc. is a leading global provider of vehicle rental
services, both through its Avis and Budget brands, which have more than 10,000
rental locations in approximately 175 countries around the world, and through
its Zipcar brand, which is the world's leading car sharing network, with more
than 775,000 members. Avis Budget Group operates most of its car rental
offices in North America, Europe and Australia directly, and operates
primarily through licensees in other parts of the world. Avis Budget Group has
approximately 29,000 employees and is headquartered in Parsippany, N.J. More
information is available at www.avisbudgetgroup.com.
Certain statements in this press release constitute "forward-looking
statements." Such forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially different from any
future results, performance or achievements expressed or implied by such
forward-looking statements. Statements preceded by, followed by or that
otherwise include the words "believes," "expects," "anticipates," "intends,"
"projects," "estimates," "plans," "may increase," "may fluctuate," "will,"
"should," "would," "may" and "could" or similar words or expressions are
generally forward-looking in nature and not historical facts. Important
risks, assumptions and other important factors that could cause future results
to differ materially from those expressed in the forward-looking statements
are specified in Avis Budget Group's Annual Report on Form 10-K for the year
ended December 31, 2012, including under headings such as "Forward-Looking
Statements," "Risk Factors" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations" and in other filings and
furnishings made by the Company with the Securities and Exchange Commission
from time to time. The Company undertakes no obligation to release publicly
any revisions to any forward-looking statements, to report events or to report
the occurrence of unanticipated events.
CONTACT: John Barrows
Avis Budget Group, Inc. Logo
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