BEI Announces Conditional Redemption of 7 7/8 Percent Senior Subordinated Notes Due 2014
30 Januar 2006 - 10:00PM
Business Wire
Beverly Enterprises, Inc. ("BEI") (NYSE: BEV) announced today that
it has given a conditional notice of redemption to the holders of
its 7 7/8 percent Senior Subordinated Notes Due 2014 (the "Notes").
Under the indenture governing the Notes, the redemption price will
be the greater of (a) 100 percent of the principal amount of the
Notes, and (b) the sum of the present values of the remaining
payments of principal and interest on the Notes from the redemption
date to June 15, 2009, discounted at the applicable Treasury Rate
(as defined in the indenture) to the redemption date plus, in
either case, accrued and unpaid interest up to but not including
the redemption date. Assuming the applicable Treasury Rate on the
redemption date is the same as on the date of the notice given to
holders, the redemption price for the $215,000,000 aggregate
principal amount of the Notes outstanding would be $241,166,365.32,
or approximately $1,121.70 per $1,000 principal amount. BEI
currently intends to publicize the actual redemption price once it
has been determined in accordance with the indenture. The
redemption of the Notes is subject to satisfaction of the following
conditions precedent on the business day immediately preceding the
redemption date: (i) the consummation of the merger of PSC Sub,
Inc. with and into BEI pursuant to and in accordance with that
certain Agreement and Plan of Merger by and among Pearl Senior
Care, Inc., PSC Sub, Inc., BEI and Geary Property Holdings, LLC,
dated as of August 16, 2005, as amended, and (ii) the discharge of
the indenture as to all Notes (including, without limitation, the
deposit with the trustee of cash in an amount sufficient, without
consideration of any reinvestment of interest, to pay and discharge
the entire indebtedness on all of the outstanding Notes for
principal, accrued interest, premium and Liquidated Damages (as
defined in the indenture), if any). The redemption date shall be
March 1, 2006, assuming all conditions for redemption have been
satisfied by February 28, 2006. If the conditions for redemption
have not been satisfied by February 28, 2006, then the redemption
date for the Notes shall be on the business day immediately
following the day on which all conditions for redemption have been
satisfied, but not later than July 3, 2006. If the Notes have not
been redeemed by July 3, 2006, because the conditions for
redemption have not been satisfied by the preceding business day,
then the conditional notice of redemption shall expire and the
Notes will not be redeemed pursuant thereto. This press release is
only a summary of certain provisions of the Notes, the indenture
governing the Notes and the conditional notice of redemption. A
more complete explanation of the procedures for redeeming the Notes
is set forth in the indenture, which was previously attached as an
Exhibit to BEI's Quarterly Report on Form 10-Q for the quarter
ended June 30, 2004, and filed with the Securities and Exchange
Commission on August 9, 2004, as well as in the conditional notice
of redemption sent to holders of the Notes. All holders are urged
to review the conditional notice sent to them, as well as the
applicable provisions of the indenture, in their entirety.
FORWARD-LOOKING STATEMENTS The statements in this document relating
to matters that are not historical facts are forward-looking
statement based on management's beliefs and assumptions using
currently available information as of the date hereof.
Forward-looking statements are not guarantees of future performance
and involve certain risks and uncertainties, including the risks
and uncertainties detailed from time to time in BEI's filings with
the Securities and Exchange Commission. Although BEI believes that
the expectations reflected in such forward-looking statements are
reasonable, it cannot give any assurances that these expectations
will prove to be correct. BEI assumes no duty to update or revise
such statements, whether as a result of new information, future
events or otherwise. BEI, through its operating subsidiaries, is a
leading provider of healthcare services to the elderly in the
United States. BEI currently operates 342 skilled nursing
facilities, as well as 18 assisted living centers, and 67 hospice
and home care centers. Through Aegis Therapies, Inc., BEI also
offers rehabilitative services on a contract basis to facilities
operated by other care providers.
Beverly Enterprises (NYSE:BEV)
Historical Stock Chart
Von Aug 2024 bis Sep 2024
Beverly Enterprises (NYSE:BEV)
Historical Stock Chart
Von Sep 2023 bis Sep 2024