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December 3, 2007 |
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GRUPO GIGANTE: Launches US$260MM Tender Offer of 8.75% Sr. Notes Grupo Gigante, S.A.B. de C.V. has commenced a tender offer to repurchase any and all of its outstanding US$260 million 8.75% Senior Notes due 2016. In conjunction with the tender offer, the company also commenced a consent solicitation to eliminate or modify substantially all the covenants and certain events of default and to modify the provisions relating to defeasance of the Notes contained in the indenture governing the Notes (Proposed Amendments). The tender offer and consent solicitation is being made pursuant to the company's Offer to Purchase and Consent Solicitation Statement dated Nov. 28, 2007 and the related Consent and Letter of Transmittal. Holders who properly tender and deliver their consents to the Proposed Amendments on or prior to 5:00 p.m., New York City time, on Dec. 11, 2007, unless extended or earlier terminated, will be eligible to receive the total consideration with respect to the Notes, which includes an early consent premium equal to US$20.00 per US$1,000 principal amount of the tendered Notes. The consideration for each US$1,000 principal amount of Notes tendered and accepted for payment shall be the price equal to (i) rounded to the nearest cent, the sum of (a) 35% of the Equity Claw-back Price and (b) 65% of the Fixed Spread Price, minus (ii) the early consent premium. The consideration referred to in clause (i) above is the total consideration, which includes the early consent premium for the Notes. The total consideration minus the early consent premium for the Notes is equal to the purchase price for the Notes. The Equity Claw-back Price is equal to US$1,087.50 per US$1,000 principal amount of the Notes. The Fixed Spread Price for each US$1,000 principal amount of the Notes tendered shall be the price equal to the present value on the Settlement Date of US$1,043.75 per US$1,000 principal amount of the Notes (the redemption price payable for the Notes on April 13, 2011) and the present value of all scheduled interest payments on the Notes from the Settlement Date to April 13, 2011, based on the assumption that the Notes will be redeemed in full on April 13, 2011, discounted on the basis of a yield to April 13, 2011 equal to the sum of the reference yield on the 4.875% Treasury Notes due April 30, 2011, plus (y) 75 basis points, minus accrued and unpaid interest from the last interest payment date to, but not including, the settlement date. Holders who properly tender after Dec. 11, 2007 but on or prior to Dec. 27, 2007, will be eligible to receive the purchase price for the Notes, which equals the total consideration less the early consent premium. In addition, all holders of Notes accepted for payment will be entitled to receive accrued and unpaid interest in respect of such Notes from the last interest payment date prior to the settlement date to, but not including, the settlement date. The tender offer will expire at 8:00 a.m., New York City time, on Dec. 27, 2007, unless extended or earlier terminated. Settlement for all tendered Notes is expected to be promptly following the Expiration Date. Consummation of the tender offer, and payment for the tendered Notes, is subject to the satisfaction or waiver of certain conditions, including the receipt from holders of at least a majority in aggregate principal amount of validly tendered Notes and the consummation of a strategic transaction by the company. Holders may withdraw their tenders and revoke their consents at any time on or prior to 5:00 p.m., New York City time, on Dec. 11, 2007, unless extended or earlier terminated. Holders who wish to tender their Notes must consent to the Proposed Amendments and holders may not deliver consents without tendering their related Notes. Holders may not revoke consents without withdrawing the Notes tendered pursuant to the tender offer. Citi is acting as Dealer Manager for the tender offer and the consent solicitation. The Depositary and the Information Agent is Global Bondholder Services Corporation. Requests for documentation should be directed to Global Bondholder Services Corporation at (866) 794-2200. Questions regarding the tender offer and the consent solicitation should be directed to the Dealer Manager at (800) 558-3745 (toll- free)or (212) 723-6108 (collect). About Grupo Gigante With over 600 units in Mexico, Grupo Gigante, S.A. de C.V., is a public Mexican trade company, which operates in the Mexican Stock Market -- Bolsa Mexicana de Valores. Through its subsidiaries, Gigante has developed leading chains of supermarkets, family restaurants, and specialized commerce, for 43 years. Its saubsidiaries include 'Gigante', which contains formats including: 'Gigante' (Hypermarkets), 'Super Gigante' (Supermarkets), 'Super Maz' and 'Bodega' (Warehouses), all of them supermarket chains, as well as 'Cafeterias Toks, S.A. de C.V.,' a specialized family restaurant chain. With its partners, Grupo Gigante has also established joint ventures, developing Office Depot de Mexico, S.A. de C.V., a Mexican leader chain store of office and school supplies, and Radio Shack de Mexico, S.A. de C.V., an exclusive format with presence throughout the Mexican Republic, that offers a wide assortment of electronic equipment and accessories. * * * As reported on July 13, 2007, Fitch Ratings affirmed the 'BB' foreign and local currency Issuer Default Ratings of Grupo Gigante S.A.B. de C.V., as well as the 'BB' rating of Gigante's US$260 million Senior Notes due 2016. Fitch said the rating outlook is stable. |
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