PT Perusahaan Gas Negara Tbk: Tender Offer Expiration Announcement
JAKARTA, Indonesia, May 26, 2023
JAKARTA, Indonesia, May 26, 2023 /PRNewswire/ -- PT Perusahaan Gas Negara Tbk (the "Company") today announced the expiration and results of its previously announced tender offer to purchase for cash ("Tender Offer") any and all of its outstanding 5.125% Senior Notes due 2024 ("Notes"). The Tender Offer was made pursuant to a Tender Offer Memorandum, dated May 18, 2023 ("Tender Offer Memorandum") which is available on the tender website ("Tender Website") at https://deals.is.kroll.com/pgn. Capitalized terms used but not defined herein have the meanings assigned to them in the Tender Offer Memorandum.
The Tender Offer expired at 5:00 p.m., New York time, on May 25, 2023 ("Expiration Time"). As at the Expiration Time, the Company received valid tenders under the Tender Offer, which had not been withdrawn in respect of the Notes, of an aggregate principal amount of US$499,851,000 of Notes, representing approximately 52.62% of the total principal amount outstanding of the Notes. No Notes was tendered pursuant to the Guaranteed Delivery Procedures.
Subject to the satisfaction or waiver of the conditions set forth in the Tender Offer Memorandum, the Company has decided to accept for purchase all of the Notes validly tendered. The Tender Offer Consideration is US$1,006 per US$1,000 principal amount of the Notes. The aggregate consideration expected to be paid by the Company on the Payment Date to the holders of the Notes tendered and accepted for purchase is US$502,850,106, plus Accrued Interest Payment.
The Company will arrange for cancellation of all Notes validly tendered and accepted for purchase following purchase by the Company, and any Notes not validly tendered will remain outstanding and accrue interest in accordance with their terms. Following settlement of the Tender Offer, US$450,149,000 in aggregate principal amount of the Notes will remain outstanding.
The Company retained BNP Paribas, Mandiri Securities Pte. Ltd. and Standard Chartered Bank ("Dealer Managers") to act as dealer managers in connection with the Tender Offer. For additional information regarding the terms of the Tender Offer, please contact BNP Paribas at +65 6210 3322 / +44 20 7595 8668 or by email at firstname.lastname@example.org / email@example.com; Mandiri Securities Pte. Ltd. at +65 6589 3880 or by email at firstname.lastname@example.org; and Standard Chartered Bank at +65 6557 8252 / +44 20 7885 5739 / +1 212 667 0351 or by email at liability email@example.com.
The Company retained Kroll Issuer Services Limited ("Information and Tender Agent") to act as the information and tender agent for the Tender Offer. Questions regarding the Tender Offer should be directed to the Information and Tender Agent at the contact details provided. Documents for the Tender Offer, including the Tender Offer Memorandum, are available at the Tender Website: https://deals.is.kroll.com/pgn and may also be obtained by contacting the Information and Tender Agent by telephone at +44 20 7704 0880 (London) / +852 2281 0114 (Hong Kong) or by email at firstname.lastname@example.org.
This announcement does not constitute an offer to sell or the solicitation of an offer to buy any securities nor will there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire or exchange any Notes is being made pursuant to this announcement.
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SOURCE PT Perusahaan Gas Negara (Persero) Tbk