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Iconix International Inc. - Tender Offer 2024 (US) - Launch

ICONIX ANNOUNCES COMMENCEMENT OF CASH TENDER OFFER FOR ITS CLASS A-2 NOTES - US45112AAA51 - US45112AAC18

04 JUNE 2024


Full announcement available, including offer restrictions and disclaimers, via Prnewswire: Source: Iconix International Inc.

Scroll below for information on previous offers related to this Issuer


NEW YORK, June 4, 2024 /PRNewswire/ -- Iconix International Inc. ("Iconix") today announced that, on June 3, 2024, it commenced a cash tender offer (the "Tender Offer") for up to a maximum aggregate principal amount of $75 million (the "Maximum Amount") of (i) the outstanding Series 2012-1 4.229% Senior Secured Notes, Class A-2 (the "2012-1 Notes") issued by Icon Brand Holdings LLC, Icon DE Intermediate Holdings LLC, Icon DE Holdings LLC, and Icon NY Holdings LLC (collectively, the "Co-Issuers") and (ii) the outstanding Series 2013-1 4.352% Senior Secured Notes, Class A-2 (the "2013-1 Notes" and, together with the 2012-1 Notes, collectively, the "Class A-2 Notes") issued by the Co-Issuers, in each case from holders thereof (each, a "Holder" and collectively, the "Holders"). The Tender Offer is being made on the terms and subject to the conditions set forth in the Offer to Purchase dated June 3, 2024 (the "Offer to Purchase").

The Tender Offer will expire at 5:00 p.m., New York City time, on July 2, 2024, unless extended or earlier terminated as described in the Offer to Purchase (such time and date, as they may be extended, the "Expiration Time"). Holders of the Class A-2 Notes may withdraw their validly tendered Class A-2 Notes as described below. Holders are urged to read the Offer to Purchase carefully before making any decision with respect to the Tender Offer.


Certain information regarding the Class A-2 Notes and the Class A-2 Notes Consideration (as defined below) is set forth in the table below.


The $210,281,962 outstanding amount of the Series 2012-1 Notes reflects that the original principal amount of $600,000,000 has been partially repaid, resulting in a current scaling factor of 35.05% (rounded to nearest hundredth) (the "Series 2012-1 Note Scaling Factor"), and the $101,833,544 outstanding amount of the Series 2013-1 Notes reflects that the original principal amount of $275,000,000 has been partially repaid, resulting in a current scaling factor of 37.03% (rounded to nearest hundredth) (the "Series 2013-1 Note Scaling Factor" and, together with the Series 2012-1 Note Scaling Factor, the "Class A-2 Notes Scaling Factors"), in each case as of the date of this Offer to Purchase. The consideration (the "Class A-2 Notes Consideration") offered per $1,000 original principal amount of Class A-2 Notes validly tendered and accepted for purchase pursuant to the Offer will be $400.00 per $1,000.00 original principal amount of Class A-2 Notes multiplied by the applicable Class A-2 Notes Scaling Factor."


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ICONIX ANNOUNCES EXTENSION OF ITS CASH TENDER OFFER FOR ITS CLASS A-2 NOTES


31 MARCH 2023


Full announcement available via prnewswire


"NEW YORK, March 31, 2023 /PRNewswire/ -- Iconix International Inc., formerly known as Iconix Brand Group, Inc. ("Iconix"), today announced that it has extended the offering period of its previously announced cash tender offer (the "Tender Offer") for no less than a minimum aggregate principal amount of $25 million (the "Minimum Amount"), and up to a maximum aggregate principal amount of $75 million (the "Maximum Amount") of (i) the outstanding Series 2012-1 4.229% Senior Secured Notes, Class A-2 (the "2012-1 Notes") issued by Icon Brand Holdings LLC, Icon DE Intermediate Holdings LLC, Icon DE Holdings LLC, and Icon NY Holdings LLC (collectively, the "Co-Issuers") and (ii) the outstanding Series 2013-1 4.352% Senior Secured Notes, Class A-2 (the "2013-1 Notes" and, together with the 2012-1 Notes, collectively, the "Class A-2 Notes") issued by the Co-Issuers, in each case from holders thereof (each, a "Holder" and collectively, the "Holders"), which was previously set to expire at 5:00 p.m., New York City time, on March 30, 2023 (the "Original Expiration Date"), to 5:00 p.m., New York City Time, on April 13 2023 (the "Expiration Time"). Since the Minimum Amount was not tendered as of the Original Expiration Date, Iconix has not purchased any Class A-2 Notes as of the Original Expiration Date. In connection with the extension of the Tender Offer, Iconix has decreased the minimum aggregate principal amount for the Tender Offer from $25 million to $10 million. The Tender Offer is otherwise being made on the terms and subject to the conditions set forth in the Offer to Purchase dated March 2, 2023 (the "Offer to Purchase").


D.F King & Co., Inc. ("DF King"), the tender and information agent (the "Tender and Information Agent") for the Tender Offer, has advised Iconix that as of the Original Expiration Date for the Tender Offer, approximately $31,191,000 original principal amount (not taking into account partial repayments of the Class A-2 Notes) of the Class A-2 Notes have been validly tendered and not validly withdrawn. The deadline for Holders to withdraw validly tendered Class A-2 was 5:00 p.m., New York City time on March 30, 2023. Validly tendered Class A-2 Notes during the extension period may not be withdrawn. Shareholders who have already tendered their Class A-2 Notes do not have to re-tender their Class A-2 Notes or take any other action as a result of the extension of the expiration date of the Tender Offer. Class A-2 Notes tendered in the Tender Offer and accepted for purchase by Iconix pursuant to the Tender Offer will remain outstanding after the Expiration Time and will not be contributed to the Co-Issuers for redemption."

 

ICONIX ANNOUNCES COMMENCEMENT OF CASH TENDER OFFER FOR ITS CLASS A-2 NOTES


02 MARCH 2023


Full announcement available via prnewswire



NEW YORK, March 2, 2023 /PRNewswire/ -- Iconix International Inc., formerly known as Iconix Brand Group, Inc. ("Iconix"), today announced that it has commenced a cash tender offer (the "Tender Offer") for no less than a minimum aggregate principal amount of $25 million (the "Minimum Amount"), and up to a maximum aggregate principal amount of $75 million (the "Maximum Amount") of (i) the outstanding Series 2012-1 4.229% Senior Secured Notes, Class A-2 (the "2012-1 Notes") issued by Icon Brand Holdings LLC, Icon DE Intermediate Holdings LLC, Icon DE Holdings LLC, and Icon NY Holdings LLC (collectively, the "Co-Issuers") and (ii) the outstanding Series 2013-1 4.352% Senior Secured Notes, Class A-2 (the "2013-1 Notes" and, together with the 2012-1 Notes, collectively, the "Class A-2 Notes") issued by the Co-Issuers, in each case from holders thereof (each, a "Holder" and collectively, the "Holders"). The Tender Offer is being made on the terms and subject to the conditions set forth in the Offer to Purchase dated March 2, 2023 (the "Offer to Purchase").


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