MORRISTOWN, New Jersey, July 23, 2014 /PRNewswire/ -- Capsugel S.A. (the "Company") announced today that, pursuant to its previously announced solicitation of consents (the "Consent Solicitation") to holders of the outstanding 7.00%/7.75% Senior PIK Toggle Notes due 2019 (CUSIP Nos. 14070H AA6 and L14578 AA3) (the "Notes"), the Company has received the requisite consents to approve an amendment (the "Proposed Amendment") to the "Limitation on Restricted Payments" covenant contained in the indenture relating to the Notes (the "Indenture") to allow the Company to make a one-time distribution to holders of the Company's capital stock.
The Company has received consents from holders of a majority of the aggregate principal amount of all outstanding Notes, voting as a single class. Accordingly, on July 23, 2014, the Company entered into a supplemental indenture with respect to the Indenture reflecting the amendment described above (the "Supplemental Indenture" and such time, the "Effective Time"). Pursuant to the terms of the Supplemental Indenture, the Proposed Amendment became effective at the Effective Time and thereafter binds every holder of Notes; however, the Proposed Amendment will only become operative upon consummation of the proposed offering of an additional $415 million of Notes to be issued under the Indenture.
Any inquiries may be directed to Global Bondholder Services Corporation, the Information and Tabulation Agent, by email at contact@gbsc-usa.com or by telephone at (212) 430-3774 (collect) or (866) 470-4200 (U.S. toll free). Any persons with questions regarding the Consent Solicitation should contact the Solicitation Agent, Citigroup Global Markets Inc., at (212) 723-6106 (collect) or (800) 558-3745 (toll free).
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 Amendment or any securities. The Consent Solicitation 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.
Forward-Looking Statements
This press release includes certain disclosures which contain "forward-looking statements." You can identify forward-looking statements because they contain words such as "believes" and "expects." Forward-looking statements are based on the Company's current expectations and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance.
