Ferro extends tender offer for its outstanding 6.50% convertible senior notes due 2013 to allow sufficient time between completion of senior notes offering and entry into new credit facility
August 24, 2010
– Ferro Corporation (NYSE: FOE - News), announced today that it is extending its previously announced tender offer (the “Tender Offer”) for all of its outstanding 6.50% Convertible Senior Notes due 2013 (the “Convertible Notes”) until midnight, New York City time, on August 30, 2010. The Tender Offer has been extended to allow sufficient time between the completion of Ferro’s previously announced senior notes offering and its entry into a new credit facility, upon both of which the Tender Offer is conditioned, and the expiration of the Tender Offer. The consummation of the senior notes offering and Ferro’s entry into a new credit facility are expected to occur on August 24, 2010.
The Tender Offer will expire at midnight, New York City time, on August 30, 2010 (the “Expiration Date”), unless further extended or terminated by Ferro. Holders of Convertible Notes who validly tender their Convertible Notes on or prior to the Expiration Date, and do not validly withdraw, will receive $1,030 for each $1,000 principal amount of Convertible Notes purchased in the Tender Offer, plus accrued and unpaid interest to, but not including, the settlement date. Convertible Notes that have been tendered may be withdrawn at any time on or prior to the Expiration Date.
Holders who have previously validly tendered Convertible Notes do not need to re-tender their Convertible Notes or take any other action in response to the extension of the Tender Offer. As of 5:00 p.m., New York City time, on August 23, 2010, holders of approximately $100,492,000 aggregate principal amount of Convertible Notes had tendered their Convertible Notes pursuant to the Tender Offer.
Credit Suisse Securities (USA) LLC is acting as the Dealer Manager for the Tender Offer and Global Bondholder Services Corporation is acting as Information Agent for the Tender Offer.
None of Ferro, any member of its board of directors, the Dealer Manager, the Information Agent, the Depository or the Trustee is making any recommendation to the holders of the Convertible Notes as to whether to tender or refrain from tendering their Convertible Notes pursuant to the Tender Offer. Holders of the Convertible Notes must decide whether they will tender pursuant to the Tender Offer and, if so, how many Convertible Notes they will tender.
The Tender Offer will be made only by means of the Tender Offer documents, including the Offer to Purchase and the related Letter of Transmittal. Questions regarding the Tender Offer may be directed to Credit Suisse Securities (USA) LLC at 800-820-1653 (toll free) or 212-538-2147. Copies of the Tender Offer documents may be obtained at no charge by directing a request by mail to Global Bondholder Services Corporation, 65 Broadway, Suite 404, New York, NY 10006, or by calling 866-873-7700.
This press release shall not constitute an offer to sell nor the solicitation of an offer to buy the Convertible Notes. The Tender Offer is not being made to holders of Convertible 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.
About Ferro Corporation
Ferro Corporation is a leading global supplier of technology-based performance materials for manufacturers. Ferro materials enhance the performance of products in a variety of end markets, including electronics, solar energy, telecommunications, pharmaceuticals, building and renovation, appliances, automotive, household furnishings, and industrial products.
Headquartered in Cleveland, Ohio, the Company has approximately 5,200 employees globally and reported 2009 sales of $1.7 billion.