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GMR HYDERABAD INTERNATIONAL AIRPORT LIMITED - Offer to Purchase - Early Results

Updated: Mar 17, 2023

GMR HYDERABAD INTERNATIONAL AIRPORT LIMITED announces Early Tender Deadline Results for its Offer to Purchase on 2024 and 2026 notes.


08 MARCH 2023


Full announcement available via SGX.


"Results at Early Tender Deadline


The Early Tender Deadline of the Tender Offers occurred at 5:00 p.m. (New York City time) on March 6, 2023. Noteholders were required to validly tender their Notes at or prior to the Early Tender Deadline to be eligible to receive the Early Tender Consideration for the Tender Offers. The Early Tender Consideration to those who tendered at or prior to the Early Tender Deadline is U.S.$1,010.00 per U.S.$1,000 in principal amount of the 2024 Notes and U.S.$947.50 per U.S.$1,000 in principal amount of the 2026 Notes, in respect of Notes validly tendered and accepted for purchase by the Company pursuant to the Tender Offers.


As of the Early Tender Deadline, the Company received valid tenders under the Tender Offers in respect of (i) the 2024 Notes with an aggregate principal amount of U.S.$105,804,000, representing approximately 60.96% of the total principal amount outstanding of the 2024 Notes, and (ii) the 2026 Notes with an aggregate principal amount outstanding of U.S.$73,305,000, representing approximately 25.51% of the total principal amount outstanding of the 2026 Notes.


Proration and Financing Condition


As at the date of this announcement, the Financing Condition has not been satisfied. Accordingly, acceptance for purchase of any of the Notes validly tendered at or prior to the Early Tender Deadline remains subject to the satisfaction of the Financing Condition.


Upon the satisfaction of the Financing Condition and in accordance with the Acceptance Priority, the Company plans to accept the 2024 Notes validly tendered at or prior to the Early Tender Deadline (with a Scaling Factor of 88.944% applied, rounded down to the nearest U.S.$1,000), and will not accept any of the 2026 Notes tendered at or prior the Early Tender Deadline. The aggregate principal amount of the 2024 Notes to be accepted will be $99,950,000 (subject to the satisfaction of the Financing Condition). If after applying the Scaling Factor and rounding down, any Noteholder would have been entitled to a return of a portion of tendered Notes that is less than the minimum denomination of U.S.$200,000, or the principal amount of the Notes accepted would have fallen below U.S.$200,000, then the Company shall, in its sole discretion, subject to applicable law, accept all of the Notes tendered by such Noteholder without applying the Scaling Factor. All Notes not accepted as a result of scaling will be returned to the Noteholder on the

Early Settlement Date.


The Company intends to make another announcement when the Financing Condition is satisfied, which will confirm (i) the acceptance for purchase of the 2024 Notes validly tendered at or prior to the Early Tender Deadline and (ii) the expected Early Settlement Date for such 2024 Notes.


As the aggregate principal amount of Notes validly tendered at or prior to the Early Tender Deadline exceeds the Maximum Acceptance Amount, the Company will not accept for purchase any Notes tendered after the Early Tender Deadline."

 

20 FEBRUARY 2023


Full announcement available via SGX.


"GMR Hyderabad International Airport Limited, a limited liability company incorporated in the Republic of India (the “Company”), hereby announces the offers to purchase for cash (the “Tender Offers”), upon conditions set forth in the Tender Offer Memorandum dated February 21, 2023 (the "Tender Offer Memorandum”), its outstanding:


(1) 5.375% Senior Secured Notes due 2024 (ISIN: USY3004WAB82, CUSIP: Y3004W AB8, Common Code: 196972706 (Regulation S); ISIN: US36256WAB00, CUSIP: 36256W AB0, Common Code: 196972668 (Rule 144A)) (the “2024 Notes”); and/or


(2) 4.75% Senior Secured Notes due 2026 (ISIN: USY3004WAC65; CUSIP: Y3004W AC6; Common Code: 229281577 (Regulation S); ISIN: US36256WAC82; CUSIP: 36256W AC8; Common Code: 229281569 (Rule 144A)) (the “2026 Notes” and together with the 2024 Notes, the “Notes” and each, “a series of the Notes”),


issued by the Company and constituted by the indenture dated April 10, 2019 (in relation to the 2024 Notes) and the indenture dated February 2, 2021 (in relation to the 2026 Notes), as modified, supplemented and amended from time to time, between the Company and HSBC Bank USA, National Association. Capitalised terms used but not defined herein shall have the meanings given to them in the Tender Offer Memorandum, which is available on the Tender Offer Website (https://projects.morrowsodali.com/GMRHyderabad, subject to eligibility and registration)."




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