AUBURN HILLS, Michigan (June 15, 2018) — TI Group Automotive Systems, L.L.C. (“TI Automotive”) and Omega Newco Sub, Inc. (together with TI Automotive, the “Issuers”), today announced they have elected, subject to the satisfaction of the Financing Condition (as defined below), to redeem all of their outstanding 8.75% Senior Notes due 2023, CUSIP numbers 68216P AA9 and U68199 AA3 (the “Notes”), issued pursuant to the indenture, dated as of June 30, 2015 (as supplemented and amended from time to time, the “Indenture”), by and among the Issuers, the guarantors party thereto and Wilmington Trust, National Association, as trustee, (the “Trustee”) to the extent outstanding on July 15, 2018 (the “Redemption Date”). In the event the Financing Condition is not satisfied on or prior to July 15, 2018, the Redemption Date will be extended until the date the Financing Condition is satisfied, provided that the Redemption Date will be no later than 60 days after the date of the Notice of Conditional Full Redemption. The redemption price for the Notes will be 104.375% of the principal amount of the Notes (the “Redemption Price”), which shall be approximately $1,043.75 per $1,000 principal amount thereof, together with accrued and unpaid interest thereon to (but not including) the Redemption Date, which interest shall be approximately $43.75 per $1,000 principal amount thereof. The Redemption Date is a Legal Holiday as such term is defined under the Indenture. As a result, redemption payment will be made on the next succeeding day that is not a Legal Holiday, or July 16, 2018, and no interest will accrue for the intervening period in accordance with the Indenture.
For all purposes of the Indenture, the Notes will be deemed to be no longer outstanding from and after the Redemption Date, and all rights with respect thereto, will cease as of the close of business on that same date. In accordance with Section 5.3(e) of the Indenture, the redemption is conditioned upon TI Automotive’s receipt of proceeds from one or more new financing transactions sufficient, in TI Automotive’s sole discretion, to pay the Redemption Price plus accrued and unpaid interest and to effect the other transactions contemplated by such financing transactions, including paying the related fees and expenses, on or prior to the Redemption Date (the “Financing Condition”).
This announcement is for information purposes only and does not constitute an offer to purchase Notes, a solicitation of an offer to sell Notes or a solicitation of consents of Holders and shall not be deemed to be an offer to purchase, a solicitation of an offer to sell or a solicitation of consents with respect to any securities of TI Automotive, its parent company or their respective subsidiaries or affiliates.
About TI Automotive
TI Automotive and certain of its affiliates are a leading global manufacturer of automotive fluid storage, carrying and delivery systems, primarily providing products and services for light vehicles.
Forward-Looking Statements
This press release contains forward-looking statements. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that TI Automotive expects, believes or anticipates will or may occur in the future are forward-looking statements. Actual results may differ materially from those predicted as a result of factors over which TI Automotive has no control. Such factors include, but are not limited to: the completion of the redemption or satisfaction of the Financing Condition. Except as required by applicable law, TI Automotive undertakes no obligation to publicly update or revise any forward-looking statements.