Marriott International Announces Results Of Early Tenders And Consents In Exchange Offers
Montag, 05.12.2016 15:15 von PR Newswire
PR Newswire
BETHESDA, Md., Dec. 5, 2016
BETHESDA, Md., Dec. 5, 2016 /PRNewswire/ -- Marriott International, Inc. ("Marriott") (NASDAQ: MAR) today announced that, as of 5:00 p.m. New York City time, on Friday, December 2, 2016 (the "Early Participation Date"), the aggregate principal amounts of each series of notes listed in the table below (collectively, the "Starwood Notes") issued by Starwood Hotels & Resorts Worldwide, LLC (formerly known as Starwood Hotels & Resorts Worldwide, Inc. and referred to in this announcement as "Starwood"), have been validly tendered (and not validly withdrawn). Marriott is making this announcement in connection with its previously announced offers to exchange all validly tendered and accepted Starwood Notes of each such series for new notes to be issued by Marriott (the "Marriott Notes"), and the related solicitation of consents to amend the indentures governing the Starwood Notes (together, the "Exchange Offers"). In connection with the Exchange Offers, Marriott filed a Registration Statement on Form S-4 (File No. 333-214693) (the "Registration Statement") for the issuance of the Marriott Notes with the Securities and Exchange Commission ("SEC") on Friday, November 18, 2016, but the Registration Statement has not yet been declared effective.
|
Series of Starwood Notes to be Exchanged |
CUSIP No. |
Aggregate Principal Amount Outstanding |
Aggregate Principal |
Percentage of Total |
|
6.750% Notes |
85590AAL8 |
$ 370,626,000 |
$322,947,000 |
87.14% |
|
7.150% Notes due 2019 |
85590AAN4 |
$ 209,445,000 |
$180,707,000 |
86.28% |
|
3.125% Notes due 2023 |
85590AAP9 |
$ 326,333,000 |
$286,221,000 |
87.71% |
|
3.750% Notes due 2025 |
85590AAQ7 |
$ 350,000,000 |
$317,732,000 |
90.78% |
|
4.500% Notes due 2034 |
85590AAR5 |
$ 300,000,000 |
$277,067,000 |
92.36% |
Marriott is making the Exchange Offers under the terms and conditions set forth in its preliminary prospectus, dated as of Friday, November 18, 2016 (the "Preliminary Prospectus"), which forms a part of the Registration Statement, and the related Letter of Transmittal and Consent (the "Letter of Transmittal") that contain a more complete description of the terms and conditions of the Exchange Offers. Subject to the Registration Statement being declared effective, the Exchange Offers will expire at 11:59 p.m. on Friday, December 16, 2016, unless extended (the "Expiration Date"). Tendered Marriott Notes may be validly withdrawn, and related consents may be revoked, at any time prior to the Expiration Date and Marriott may terminate or withdraw the Exchange Offers at any time for any reason, subject to applicable law.
The dealer manager for the Exchange Offers is:
Deutsche Bank Securities
60 Wall Street
New York, New York 10005
Attention: Liability Management Group
Collect: (212) 250-2955
Toll-Free: (866) 627-0391
The exchange agent and information agent for the Exchange Offers is:
|
Global Bondholder Services Corporation | ||
|
By Facsimile (Eligible |
By E-Mail: |
By Mail or Hand: |
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described in this press release and is also not a solicitation of the related consents. The Exchange Offers may be made solely under the terms and conditions described in the Preliminary Prospectus, the Letter of Transmittal and the other related materials. As noted above, Marriott has filed the Registration Statement for the Marriott Notes with the SEC, but the Registration Statement is not yet effective. The Marriott Notes may not be sold, nor may offers to buy be accepted, before the time the SEC declares the Registration Statement effective.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities nor will these securities be sold in any state or other jurisdiction where any offer, solicitation or sale would be unlawful before registration or qualification under the securities laws of any such state or other jurisdiction.
CAUTIONARY LANGUAGE CONCERNING FORWARD-LOOKING STATEMENTS
Information set forth in this news release contains forward-looking statements that are subject to risks and uncertainties, and actual results may differ materially. A discussion of factors that may affect future results is contained in Marriott's filings with the SEC and in the Registration Statement for the Exchange Offers.
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SOURCE Marriott International, Inc.