Allied Universal Holdco LLC - Tender Offer (US) - Early Results

Allied Universal Announces Early Results of its Cash Tender Offer for its 6.625% Senior Secured Notes Due 2026 - US019576AA51 - USU0201TAA89

14 FEBRUARY 2024

Full announcement including disclaimers and offer/distribution restrictions available via Accesswire

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According to information provided by Global Bondholder Services Corporation ("GBSC"), the information and tender agent for the Tender Offer, as of 5:00 p.m., New York City time, on February 14, 2024, Allied Universal had received valid and not withdrawn tenders from registered holders (each, a "Holder" and collectively, the "Holders") of $1,689,091,000 in aggregate principal amount of the Notes, representing approximately 87.07% of the aggregate principal amount outstanding of the Notes. Due to the consideration for the Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date exceeding the Maximum Tender Amount (excluding Accrued Interest), the aggregate principal amount of Notes accepted for purchase on the Early Settlement Date will be prorated (using a proration rate of approximately 58.9% and subject to adjustment to maintain the authorized denomination of the Notes). Allied Universal expects such Early Settlement Date to be February 16, 2024 (the second business day after the Early Tender Date), but that may change without notice. In addition to the Total Consideration, Holders whose Notes are accepted for purchase on the Early Settlement Date will also receive Accrued Interest from the last interest payment date up to, but not including, the Early Settlement Date.

The following table sets forth the Tender Offer Consideration, the Early Tender Payment and the Total Consideration for the Tender Offer:

Due to the Tender Offer being fully subscribed as of the Early Tender Date, Notes tendered after the Early Tender Date will not be accepted for purchase pursuant to the Tender Offer.

The Withdrawal Deadline for the Tender Offer was 5:00 p.m., New York City time, on February 14, 2024. As a result, Notes tendered pursuant to the Tender Offer may no longer be withdrawn, unless the Withdrawal Deadline is extended by Allied Universal or as required by law."

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Allied Universal Announces Increase to Previously Announced Cash Tender Offer of its 6.625% Senior Secured Notes due 2026 - US019576AA51 - USU0201TAA89

05 FEBRUARY 2024

Full announcement including disclaimers and offer/distribution restrictions available via Accesswire

"IRVINE, CA / ACCESSWIRE / February 5, 2024 / Allied Universal Holdco LLC and Allied Universal Finance Corporation (collectively, "Allied Universal") previously announced the commencement of a tender offer (the "Tender Offer") to purchase for cash up to $500,000,000 in aggregate principal amount of its outstanding 6.625% Senior Secured Notes due 2026 (the "Notes"). Allied Universal hereby amends the Tender Offer to (i) purchase for cash up to $1,000,000,000 in aggregate consideration (exclusive of accrued and unpaid interest (the "Accrued Interest"), and as such aggregate consideration may be increased or decreased by Allied Universal, the "Maximum Tender Amount") of its outstanding Notes, (ii) increase the Total Consideration from $1,000.00 per $1,000.00 principal amount of the Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date to $1,005.00 per $1,000.00 principal amount of the Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date and (iii) increase the Tender Offer Consideration from $970.00 per $1,000.00 principal amount of the Notes validly tendered and not validly withdrawn at or prior to the Expiration Date to $975.00 per $1,000.00 principal amount of the Notes validly tendered and not validly withdrawn at or prior to the Expiration Date.

The Tender Offer is being made in connection with a concurrent offering of notes by Allied Universal to be sold in an offering exempt from the registration requirements of the Securities Act of 1933, as amended. On February 2, 2024, Allied Universal priced and upsized such offering to $1,000,000,000 in aggregate principal amount of 7.875% senior secured notes due 2031, which offering is expected to close on February 16, 2024, subject to customary conditions (the "New Offering"). The Tender Offer will be financed by the amounts raised in the New Offering (net of transaction fees and expenses), together with cash on hand. The Tender Offer is being made pursuant to an Offer to Purchase, dated February 1, 2024, as amended by the terms set forth herein (the "Offer to Purchase"). Capitalized terms used but not defined herein have the meaning given to them in the Offer to Purchase.

The following table sets forth the updated Tender Offer Consideration, the Early Tender Payment and the Total Consideration for the Tender Offer:"

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Allied Universal Announces Cash Tender Offer of Its 6.625% Senior Secured Notes Due 2026 for up to $500,000,000 - US019576AA51 - USU0201TAA89

01 FEBRUARY 2024

Full announcement including disclaimers and offer/distribution restrictions available via Accesswire

IRVINE, CA / ACCESSWIRE / February 1, 2024 / Allied Universal Holdco LLC and Allied Universal Finance Corporation (collectively, "Allied Universal") today announced the commencement of a tender offer (the "Tender Offer") to purchase for cash up to $500,000,000 in aggregate principal amount (as such aggregate principal amount may be increased or decreased by Allied Universal, the "Aggregate Maximum Principal Amount") of its outstanding 6.625% Senior Secured Notes due 2026 (the "Notes"). The Tender Offer is being made in connection with a concurrent offering of notes by Allied Universal to be sold in an offering (the "New Offering") exempt from the registration requirements of the Securities Act of 1933, as amended. The Tender Offer will be financed by the amounts raised in the New Offering (net of transaction fees and expenses), together with cash on hand. The Tender Offer is being made pursuant to an Offer to Purchase, dated February 1, 2024 (the "Offer to Purchase").

The following table sets forth the Tender Offer Consideration, the Early Tender Payment and the Total Consideration (each, as defined herein) for the Tender Offer:

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