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Ülker Bisküvi Sanayi A.Ş. - Tender Offer 2024 (XS/US) - Results

ÜLKER BİSKÜVİ SANAYİ A.Ş. ANNOUNCES TENDER OFFER RESULTS - XS2241387500 - US903742AA22

09 JULY 2024


Full announcement including disclaimers and offer restrictions available via Euronext 

Scroll below for information on previous offers from this Issuer


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"The Offer expired at 5:00 p.m. (New York City time) on 8 July 2024 (the "Expiration Deadline"). The Offeror hereby informs the Noteholders that, as of the Expiration Deadline, the aggregate principal amount of Notes validly tendered and not withdrawn is U.S.$351,709,000.


The New Issue Condition has been satisfied.


The Offeror will accept for purchase all Notes validly tendered and not validly withdrawn at or prior to the Expiration Deadline. The Offeror will make payment for the purchased Notes on the Tender Offer Settlement Date (or the Guaranteed Delivery Settlement Date, which is expected to be on 11 July 2024, in the case of Notes tendered by guaranteed delivery procedures). In addition, Noteholders whose Notes are purchased in the Offer will be paid interest accrued and unpaid on the relevant Note or Notes from (and including) the interest payment date for the Notes immediately preceding the Tender Offer Settlement Date to (but excluding) the Tender Offer Settlement Date. No additional accrued interest will be paid in respect of the period from the Tender Offer Settlement Date to the Guaranteed Delivery Settlement Date in the case of Notes for which the guaranteed delivery procedures were used.

Following settlement of the Offer, Notes repurchased pursuant to the Offer, together with the Notes currently held by the Offeror, will be cancelled. Following the settlement of the Offer, the Offeror expects the remaining principal amount of the Notes outstanding to be U.S.$225,222,000."


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ÜLKER BİSKÜVİ SANAYİ A.Ş. ANNOUNCES TENDER OFFER - XS2241387500 - US903742AA22

27 JUNE 2024


Full announcement including disclaimers and offer restrictions available via Euronext 

Scroll below for information on previous offers from this Issuer


Ülker Bisküvi Sanayi A.Ş. (the “Offeror”) has today launched an invitation to eligible holders (subject to the offer and distribution restrictions referred to below) of the outstanding notes detailed below (the “Notes”) to tender any and all such Notes for purchase by the Offeror for cash (such invitation, the “Offer”). The Offer is made on the terms and subject to the conditions set out in the Tender Offer Memorandum dated 27 June 2024 (the “Tender Offer Memorandum”) and the related notice of guaranteed delivery.

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"The Offer will expire at 5:00 p.m. (New York City time) on 8 July 2024 (the “Expiration Deadline”) unless extended, re-opened, withdrawn or terminated at the sole discretion of the Offeror."



Rationale for the Offer


The purpose of the Offer, in conjunction with the proposed issuance of New Notes (as defined below), is to proactively manage the Offeror’s overall debt redemptions and to extend the debt maturity profile of the Offeror (subject to satisfaction of the New Issue Condition (as defined below))."


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ÜLKER BİSKÜVİ SANAYİ A.Ş. ANNOUNCES RESULTS OF TENDER OFFER

20 JULY 2023


Full announcement including disclaimers and offer restrictions available via Euronext


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"The Offer expired at 4.00 p.m. (London time) on 19 July 2023. Prior to the acceptance of Notes tendered in the Offer, the Offeror has increased the Maximum Acceptance Amount from U.S.$50,000,000 to U.S.$50,069,000. The Offeror has accepted for purchase the Notes as set out in the following table:"


Pursuant to the Tender Offer Memorandum and the proration terms of the Offer, all Notes tendered at prices lower than the Purchase Price and received by the Tender Agent have been accepted in full without proration, and all Notes validly tendered and accepted that specified Offer Prices equal to the Purchase Price will be subject to a proration factor of approximately 1.00%, subject to adjustments, as applicable and as explained in the Tender Offer Memorandum. The Purchase Price, together with the Accrued Interest, will be paid to Noteholders whose Notes have been accepted for purchase by the Offeror. Settlement of the Offer is expected to occur on 25 July 2023. Following settlement of the Offer, U.S.$650,000,000 in aggregate principal amount of the Notes will remain outstanding. Any Notes purchased by the Offeror may, at the option of the Offeror, be held, reissued or resold or from time to time be surrendered to any paying agent or the registrar for cancellation."


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ULKER BİSKUVİ SANAYİ A.Ş. LAUNCHES TENDER OFFER

11 JULY 2023


Full announcement including disclaimers and offer restrictions available via Euronext


"Ülker Bisküvi Sanayi A.Ş. (the “Offeror”) has today launched an invitation to qualifying holders of the outstanding notes detailed in the table below issued by the Offeror (the “Notes”) to tender their Notes for purchase by the Offeror for cash (such invitation, the “Offer”) at a price to be determined pursuant to the Modified Dutch Auction Procedure, as further described below. Capitalised terms used in this announcement but not otherwise defined have the meanings given to them in the Tender Offer Memorandum dated 11 July 2023 in relation to the Offer (the “Tender Offer Memorandum”)."



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"Rationale for the Offer


The purpose of the Offer is to enable the Offeror to acquire certain of its outstanding Notes at their current market prices, which is reflective of the Offeror’s liquidity position and consistent with its ongoing liability management objectives. Any Notes purchased by the Offeror may, at the option of the Offeror, be held, reissued or resold or from time to time be surrendered to any paying agent or the registrar for cancellation."


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