Health Care Service Corporation Announces Expiration of its Offer to Purchase for Cash Any and All of its 4.70% Notes due January 15, 2021 and the Results of such Offer
CHICAGO, July 18, 2016 /PRNewswire/ -- Health Care Service Corporation (the "Company" or "HCSC") announced today the expiration of its previously announced tender offer (the "Offer") to purchase for cash any and all of its outstanding 4.70% Notes due January 15, 2021 (the "Notes") on the terms and subject to the conditions set out in the offer to purchase dated July 11, 2016 (as it may be amended or supplemented from time to time, the "Offer to Purchase") and the Notice of Guaranteed Delivery.
The table below sets forth information with respect to the Notes and the Offer as well as the aggregate principal amount of Notes that were validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on July 15, 2016 (the "Expiration Time").
Title of Security |
CUSIP Number |
ISIN |
Principal amount tendered(1) |
Tender Consideration (per $1,000)(2) |
||||
4.70% Notes due January 15, 2021
|
42218S AC2 / |
US42218SAC26 / |
$143,709,000 |
$1,122.16 |
______________
(1) |
There were no Notes tendered pursuant to the guaranteed delivery procedures. |
|
(2) |
Does not include Accrued Interest. |
Subject to the terms and conditions set forth in the Offer to Purchase, the Company expects to accept for purchase on July 18, 2016, the amount of Notes validly tendered at or prior to the Expiration Time.
Payment of the aggregate consideration for all such Notes is expected to be made on the Any and All Settlement Date, on which date the Company will deposit with DTC the amount of cash necessary to pay the Tender Consideration plus Accrued Interest in respect of the Notes accepted for purchase in the Offer.
J.P. Morgan Securities LLC acted as the dealer manager for the Offer. D.F. King acted as the information agent and tender agent in connection with the Offer.
For additional information regarding the terms of the Offer, please contact J.P. Morgan Securities LLC at +1 866 834 4666 (toll free within the U.S.) or collect at +1 212 834 3424. Requests for documents and questions regarding the tender of Notes may be directed to D.F. King via email: [email protected] or telephone: +1 866-829-0135 (toll free within U.S.) or collect at + 1 212 269 5550.
A copy of the Offer to Purchase (including the Notice of Guaranteed Delivery for the Offer) is available at http://www.dfking.com/hcsc and may also be obtained at no charge from D.F. King.
Important Information
This press release is neither an offer to purchase nor a solicitation to buy any Notes nor is it a solicitation for acceptance of the Offer. The Company is making the Offer only by, and pursuant to the terms of, the Offer to Purchase. The Offer is not being made to (nor will tenders of Notes be accepted from or on behalf of) 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. This announcement must be read in conjunction with the Offer to Purchase.
Forward-Looking Statements
This news release contains, or incorporates by reference, "forward-looking statements." Forward-looking statements include predictions of future results or activities and may contain the words "expects," "believes," "should," "will," "anticipates," "projects," "estimates," "implies," "can," or words or phrases of similar meaning. The Company's actual results or activities may differ materially from these predictions. The Company's future results could also be affected by a variety of factors, including the ability to consummate the Offer. Forward-looking statements speak only as of the date they were made, and the Company undertakes no obligation to update them publicly.
About Health Care Service Corporation
Health Care Service Corporation is the country's largest customer-owned health insurer and fourth largest health insurer overall, with more than 15 million members in its Blue Cross and Blue Shield plans in Illinois, Montana, New Mexico, Oklahoma and Texas. A Mutual Legal Reserve Company, HCSC is an independent licensee of the Blue Cross and Blue Shield Association. For more information, please visit www.HCSC.com, visit our Facebook page or follow us at www.twitter.com/HCSC.
SOURCE Health Care Service Corporation
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