BALTIMORE, July 14, 2014 /PRNewswire/ -- Algeco/Scotsman Holding S.a r.l. (together with its subsidiaries, "Algeco Scotsman" or the "Company"), announced that its indirect subsidiary, Algeco Scotsman Global Finance plc ("AS Global Finance"), has received the requisite consents to the proposed amendments to the indentures governing AS Global Finance's 8½% Senior Secured Notes due 2018 (CUSIP Nos. 01551U AA2 and G0229B AA1 and ISINs US01551U AA25 and USG0229B AA10) (the "Secured Dollar Notes"), AS Global Finance's 9% Senior Secured Notes due 2018 (Common Codes 083630825 and 083630647 and ISINs XS0836308253 and XS0836306471) (the "Secured Euro Notes" and, together with the Secured Dollar Notes, the "Secured Notes") and AS Global Finance's 10¾% Senior Unsecured Notes due 2019 (CUSIP Nos. 01551U AB0 and G0229B AB9 and ISINs US01551U AB08 and USG0229B AB92) (the "Unsecured Notes", and, together with the Secured Dollar Notes, the "Dollar Notes"; the Dollar Notes and the Secured Euro Notes, together, the "Notes"), upon the terms and subject to the conditions set forth in the Consent Solicitation Statement dated July 2, 2014 (the "Statement").
Pursuant to the consent solicitations for the Notes, Algeco Scotsman solicited consents from holders of record as of 5:00 p.m., New York City time, on July 1, 2014, to certain proposed amendments (the "Proposed Amendments") to the indentures (the "Indentures") governing the Notes to permit the Company to elect to make certain accounting determinations under the Indentures in accordance with United States generally accepted accounting principles ("U.S. GAAP") in lieu of international financial reporting standards ("IFRS") and to permit the conversion of certain euro-denominated amounts contained in the Indentures into dollar-denominated amounts without changing the overall quantum of such amounts.
Algeco Scotsman has received and accepted valid consents with respect to (i) $1,070,265,000, or approximately 99.56%, of the outstanding aggregate principal amount of the Secured Dollar Notes, (ii) €217,188,000, or approximately 78.98%, of the outstanding aggregate principal amount of the Secured Euro Notes and (iii) $743,170,000, or approximately 99.75%, of the outstanding aggregate principal amount of the Unsecured Notes. Accordingly, on July 14, 2014, Algeco Scotsman entered into supplemental indentures with respect to the Indentures reflecting the Proposed Amendments (the "Supplemental Indentures" and such time, the "Effective Time"). Pursuant to the terms of the Supplemental Indentures, the Proposed Amendments became effective at the Effective Time and bind every holder of the Notes. However, the Proposed Amendments will only become operative upon payment of the consent fees contemplated by the Statement.
Subject to the terms and conditions set forth in the Statement, Algeco Scotsman will pay eligible holders who validly delivered (and did not validly revoke) their consents at or prior to 5:00 p.m., New York City time, on July 11, 2014 (the "Expiration Time"), a cash payment of US$1.00 per US$1,000 aggregate principal amount of Dollar Notes or €1.00 per €1,000 aggregate principal amount of Secured Euro Notes, as applicable.
The Proposed Amendments were sought in connection with Algeco Scotsman's (i) possible adoption of U.S. GAAP in lieu of IFRS as the basis for its financial reporting and the preparation of its financial statements and (ii) recent transition to using the U.S. dollar instead of the euro as its functional currency. The Proposed Amendments were the only changes to the Indentures being sought in connection with the consent solicitations. Each consent solicitation was made solely on the terms and subject to the conditions set forth in the Statement and the accompanying Consent Letter.
Deutsche Bank Securities Inc. acted as solicitation agent in connection with the consent solicitations. Questions may be directed to Deutsche Bank at (855) 287-1922 (toll free) or (212) 250-7527 (collect). D.F. King & Co., Inc. acted as the tabulation agent for the consent solicitations. Questions and requests for additional documents may be directed to D.F. King & Co, Inc. in New York at (212) 493-6940 (banks and brokers), (212) 269-5550 (all others), in London at +44 207 920 9700 or email@example.com.
This announcement is for information purposes only and is neither an offer to sell nor a solicitation of an offer to buy any security. This announcement is also not a solicitation of consents with respect to the Proposed Amendments or any securities. The solicitation of consents is not being made in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such solicitation under applicable state or foreign securities or "blue sky" laws.
CAUTIONARY NOTICE REGARDING FORWARD LOOKING STATEMENTS
This press release may contain forward-looking statements, which reflect Algeco Scotsman's expectations regarding its future operational and financial performance. Although any forward-looking statements contained in this press release reflect management's current beliefs based upon information currently available to management and upon assumptions which management believes to be reasonable, actual results may differ materially from those stated in or implied by these forward-looking statements. A number of factors could cause actual results, performance or achievements to differ materially from the results expressed or implied in any forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on any forward-looking statements. Except as required by law, Algeco Scotsman undertakes no obligation, and specifically declines any obligation, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
ABOUT ALGECO SCOTSMAN
Algeco Scotsman is the leading global business services provider focused on modular space, secure portable storage solutions and remote workforce accommodation management. Headquartered in Baltimore, Maryland, Algeco Scotsman has operations in 37 countries with a modular fleet of over 300,000 units. The Company operates as Williams Scotsman in North America, Algeco in Continental Europe, Elliott in the United Kingdom, Eurobras in Brazil, Ausco in Australia, Portacom in New Zealand and Target Logistics globally. Algeco Scotsman's principal executive offices are located at 901 S. Bond Street, Suite 600, Baltimore, Maryland 21231 and its telephone number at such address is +1 (410) 931-6000.
SOURCE Algeco/Scotsman Holding S.a r.l.