PIC AU HOLDINGS LLC AND PIC AU HOLDINGS CORPORATION, WHOLLY OWNED SUBSIDIARIES OF PEABODY, ANNOUNCE THE REDEMPTION OF $20.4 MILLION OF TERM DEBT AND OFFER TO PURCHASE ALL SENIOR 10.000% SECURED NOTES CURRENTLY MATURING IN 2024
ST. LOUIS, September 19, 2022 /PRNewswire/ — Wholly owned subsidiary of Peabody (NYSE: BTU), PIC AU Holdings LLC, a Delaware limited liability company (the “Principal Issuer”), and PIC AU Holdings Corporation, a Delaware corporation (together with the Principal Issuer, the “Co-Issuers”), today announced that the Co-Issuers have successfully completed the repurchase of approximately $20.4 million aggregate principal amount of the co-issuers 10.000% senior secured term loan due 2024 (the “Term Loan”) at a weighted average purchase price of 105.91% of par, pursuant to the credit dated January 29, 2021among the co-issuers, as co-borrowers, the lenders being parties thereto from time to time and Wilmington Trust, National Association (as successor to JPMorgan Chase Bank, NA), as administrative agent, which governs term loan.
The Co-Issuers also announced today an offer to purchase (the “Offer”) in cash all of the $81,550,000 the unpaid principal amount of their 10.000% Senior Secured Notes due 2024 (the “Notes”), at a purchase price equal to 105.91% of the principal amount of the Notes repurchased under the offer, plus accrued and unpaid interest, if any, at, but excluding the settlement-delivery date of the Offer, on the terms and subject to the conditions set forth in the Co- Issuer, dated September 19, 2022 (the “offer to purchase”). The Notes are governed by an indenture dated January 29, 2021by and among the joint issuers, Wilmington Trust, National Association, as trustee, and Peabody (on a limited basis, to the extent of its obligations specifically set forth in the indenture) (as amended and restated by the first indenture supplement dated February 3, 2021and as amended, supplemented, updated or otherwise modified on the date hereof, the “Deed”).
Under the terms of the Trust Indenture, no later than 30 business days after any voluntary prepayment, redemption or redemption of Term Loans, the Co-Issuers are required to make an offer to purchase an aggregate principal amount Notes equal to the aggregate principal amount of Term Loans so prepaid, redeemed or repurchased. The Offer aims to satisfy this requirement.
The offer will expire at 5:00 p.m., New York City It’s time October 31, 2022, unless extended or terminated earlier by the Co-Issuers pursuant to the terms of the Offer and the Indenture (the “Expiration Period”). Subject to the terms of the Offer, for each $1,000 principal amount of Bonds validly tendered (and not validly withdrawn) prior to the Expiry Time and accepted by the Co-Issuers for purchase under the Offer, holders of Bonds will receive the Offer Price of $1,059.10 in cash, plus accrued and unpaid interest as set forth in the indenture, up to but not including the settlement date of the offer. Submitted Notes may be validly withdrawn at any time prior to the Expiry Time, unless extended or terminated earlier by the Co-Issuers. The settlement-delivery date of the Offer is currently estimated at November 2, 2022the second business day following the expiry time.
In addition to the offer, the co-issuers have simultaneously made a separate offer to purchase an aggregate principal amount of the term loan not to exceed $61,194,954.99 at a purchase price of 105.91% of par. This offer to lenders under the term loan will also remain open until October 31, 2022. The Offer is not conditional upon the separate offer to the Lenders under the Term Loan.
This announcement is not an offer to buy or sell, or a solicitation of an offer to buy or sell, securities in any jurisdiction in which the making or acceptance thereof would not be in accordance with securities, blue sky or other laws of that jurisdiction. .
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