CEVA Group Plc Announces Extension of Cash Tender Offer for its Outstanding Second-Priority Notes
24 March 2010 - 15:17 CET
London, UK - 24 March 2010 - CEVA Group Plc ("CEVA"), a leading global supply chain management provider, announced today the extension of the expiration time (the "Expiration Time") for its cash tender offer and consent solicitation for any and all of its outstanding 12% Second-Priority Senior Secured Notes due 2014 (the "12% Notes") and 10% Second-Priority Senior Secured Notes due 2014 (the "10% Notes" and, together with the 12% Notes, the "Notes") on the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated 24 February 2010, as supplemented, and related materials ("Tender Offer Documents").The Expiration Time has been extended to 8:00 a.m., New York City time, on 24 March 2010, unless further extended or earlier terminated. Except for such extension, all of the terms and conditions set forth in the Tender Offer Documents remain unchanged.
As of 5:00 pm, New York City time, on 23 March 2010, CEVA had received tenders and consents from holders of approximately (i) $390 million, or 100% of the outstanding principal amount of 10% Notes (excluding those held by its affiliates, including Apollo Management VI, L.P., the indirect controlling shareholder of CEVA, and its affiliates ("Apollo")) and (ii) $88 million and €90 million, or approximately 93% of the outstanding principal amount of 12% Notes (excluding those held by its affiliates, including Apollo).
Full details of the terms and conditions of the tender offer are included in the Tender Offer Documents. Neither CEVA nor any other person makes any recommendation as to whether holders should tender their Notes or provide the related consents, and no one has been authorized to make such a recommendation. Holders of Notes must make their own decisions as to whether to tender their Notes and provide the related consents, and if they so decide, the principal amount of Notes to tender.
Credit Suisse Securities (USA), LLC is acting as Dealer Manager and Solicitation Agent for the tender offer and consent solicitation. Questions regarding the tender offer or consent solicitation may be directed to Credit Suisse at (212) 325-5912 (Collect), +44 20 7883 7161 (Europe) or (800) 820-1653 (Toll Free). Holders who desire a copy of the Tender Offer Documents or the indentures related to the Notes should contact the information agent, D.F. King & Co., Inc., at (800) 431-9645 (Toll-Free) or (212) 269-5550 (Collect), or D.F. King (Europe), at +44 20 7920 9700 (Main).
This announcement shall not constitute an offer to purchase or a solicitation of an offer to sell any securities. The tender offer and consent solicitation is being made only through and subject to the terms and conditions set forth in the Tender Offer Documents. Holders of the Notes should read carefully the Tender Offer Documents before making any decision with respect to the tender offer and consent solicitation. Tender Offer Documents are being distributed to holders of Notes. The tender offer and consent solicitation is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.
CEVA - Making Business Flow
CEVA Logistics provides world class supply chain solutions for large and medium-size national and multinational companies across the globe. As an industry leader, CEVA offers customers complete supply chain design and implementation in contract logistics and freight management, alone or in combination. CEVA's integrated global network has facilities in over 170 countries and more than 46,000 employees; all dedicated to delivering consistently excellent operations and supply chain solutions. For the year ending 31 December 2009, the Group reported revenues of €5.5 billion. For more information, please visit, please visit www.cevalogistics.com.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995:
The statements included in this news release, and other statements that are not historical facts, may contain forward-looking statements. In addition to the assumptions specifically mentioned in the above paragraphs, there are a number of other factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. These factors include, but are not limited to, the process of combining EGL and CEVA, the actual effects of recent and future regulatory changes and technological developments, globalization, levels of spending in major economies, the economic downturn in Asia, Europe and the US, including the economic downturn in the automotive sector, levels of marketing and promotional expenditure, actions of competitors and joint venture partners, employee costs, future exchange and interest rates, changes in tax rates, unexpected costs of future business combinations or dispositions and other factors detailed in risk factors and elsewhere in CEVA most recent Annual Reports. Further information concerning the Company and its business, including factors that potentially could materially affect the Company's financial results, is contained in the Company's annual and quarterly reports, available on the Company's website. Should one or more of these risks or uncertainties materialize or the consequences of such a development worsen, or should underlying assumptions prove incorrect, actual outcomes may vary materially from those forecasted or expected. CEVA disclaims any intention or obligation to update publicly or revise such statements, whether as a result of new information, future events or otherwise.
