Unisys Corporation Announces Expiration of Tender Offer for Certain Outstanding Notes
BLUE BELL, PA, – Unisys Corporation (NYSE: UIS) announced today that its tender offer for its outstanding 14 1/4% Senior Secured Notes due 2015 (the “First Priority Notes”) and 12 3/4% Senior Secured Notes due 2014 (the “Second Priority Notes” and together with the First Priority Notes, the “Notes”) expired at 5:00 P.M., New York City time, on April 8, 2011.
Holders validly tendered $134,798,000 in aggregate principal amount of the First Priority Notes and $191,033,000 in aggregate principal amount of the Second Priority Notes. In accordance with the terms of the tender offer, the company has accepted for purchase all of the First Priority Notes validly tendered (and not validly withdrawn) and $44,066,000 in aggregate principal amount of the Second Priority Notes validly tendered (and not validly withdrawn). Because the consideration payable for the aggregate principal amount of Notes validly tendered (and not validly withdrawn) exceeded the maximum payment amount of $220 million, the company accepted the Second Priority Notes for purchase from tendering holders on a pro rata basis, using a proration factor of approximately 23.1%. The company expects to make payment today, April 11, 2011, for the Notes accepted for purchase. The complete terms and conditions of the tender offer are described in the Offer to Purchase, dated February 22, 2011, and the related letter of transmittal.
As previously announced, the company also recently redeemed $86.3 million in aggregate principal amount of the First Priority Notes and $124.7 million in aggregate principal amount of the Second Priority Notes, using the proceeds from the sale of 2,587,500 shares of its 6.25% Mandatory Convertible Preferred Stock, Series A, at an initial liquidation preference of $100 per share (the “Mandatory Convertible Preferred Stock”). The annualized dividend on the Mandatory Convertible Preferred Stock will be approximately $16 million until the mandatory conversion date of March 1, 2014. An aggregate principal amount of $25.5 million of the First Priority Notes and an aggregate principal amount of $206.2 million of the Second Priority Notes remain outstanding.
Goldman, Sachs & Co. and Citi acted as dealer managers in connection with the tender offer. Questions regarding the tender offer may be directed to Goldman, Sachs & Co. or to Citigroup Global Markets Inc. Inquiries may also be directed to Global Bondholder Services Corporation, which served as the information agent and depositary for the tender offer.
Unisys is a worldwide information technology company. We provide a portfolio of IT services, software, and technology that solves critical problems for clients. We specialize in helping clients secure their operations, increase the efficiency and utilization of their data centers, enhance support to their end users and constituents, and modernize their enterprise applications. To provide these services and solutions, we bring together offerings and capabilities in outsourcing services, systems integration and consulting services, infrastructure services, maintenance services, and high-end server technology. With approximately 23,000 employees, Unisys serves commercial organizations and government agencies throughout the world. For more information, visit www.unisys.com.
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