INEOS Finance plc, a public limited company organized under the laws of England and Wales (the "2015 Issuer"), today announced the operativeness of certain amendments, waivers and other modifications to the Indenture dated as of May 12, 2010
NOT FOR DISTRIBUTION INTO ITALY
This announcement is for information only and does not constitute an offer to sell or issue or the solicitation of an offer to buy or subscribe for securities in the United States or any other
jurisdiction. This announcement is not a public offering in the Grand Duchy of Luxembourg or an offer of securities to the public in any European Economic Area member state that has
implemented directive 2003/71/EC (together with any applicable implementing measures in any member state, the "Prospectus Directive").
INEOS FINANCE PLC
INEOS GROUP HOLDINGS S.A.
Registered Address of 2015 Issuer:
INEOS Finance plc
Hawkslease, Chapel Lane
Lyndhurst, Hampshire SO43 7FG
United Kingdom
and registered with Companies House in the United Kingdom
under Company No. 07084307
Registered Address of 2016 Issuer:
INEOS Group Holdings S.A.
58, rue Charles Martel
L-2134 Luxembourg
and registered in Luxembourg under registration number B157810
INEOS FINANCE PLC AND INEOS GROUP HOLDINGS S.A. ANNOUNCE THE OPERATIVENESS OF CERTAIN AMENDMENTS EFFECTED PURSUANT TO THE CONSENT SOLICITATION
Lyndhurst, United Kingdom and Luxembourg - July 4, 2011. (i) INEOS Finance plc, a public limited company organized under the laws of England and Wales (the "2015 Issuer"), today announced the operativeness of certain amendments, waivers and other modifications to the Indenture dated as of May 12, 2010 (as supplemented or amended to the date hereof, the "2015 Indenture"), among the 2015 Issuer, the Guarantors named therein, The Bank of New York Mellon, as Trustee, Principal Paying Agent and Transfer Agent, The Bank of New York Mellon, as U.S. Paying Agent and Transfer Agent, The Bank of New York Mellon (Luxembourg) S.A., as Registrar, Luxembourg Paying Agent and Luxembourg Transfer Agent, and Barclays Bank PLC, as Security Trustee, pursuant to which the following notes were issued:
9% Senior Secured Notes due 2015
Regulation S Euro Notes: Common Code 050855376/ISIN number: XS0508553764
Rule 144A Euro Notes: Common Code 050855392/ISIN number: XS0508553921
(collectively, the "2015 Euro Notes")
9% Senior Secured Notes due 2015
Regulation S Dollar Notes: Common Code 050882063/ISIN number: USG47718AA20/
CUSIP number G47718AA2
Rule 144A Dollar Notes: Common Code 050882098/ISIN number: US44984WAA53/
CUSIP number: 44984WAA5
(collectively, the "2015 Dollar Notes")
and (ii) INEOS Group Holdings S.A., a public limited liability company (societe anonyme) incorporated under the laws of Luxembourg (the "2016 Issuer" and, together with the 2015 Issuer, the "Issuers"), today announced the operativeness of certain amendments, waivers and other modifications to the Indenture dated as of February 7, 2006 (as supplemented or amended to the date hereof, the "2016 Indenture" and, together with the 2015 Indenture, the "Indentures"), among the 2016 Issuer, the Guarantors named therein, The Bank of New York Mellon, as Trustee, Collateral Agent, Registrar and Principal Paying Agent, and The Bank of New York Mellon (Luxembourg) S.A., as Luxembourg Paying Agent and Luxembourg Transfer Agent, pursuant to which the following notes were issued:
7% Senior Notes due 2016
Regulation S Euro Notes: Common Code 24294536/ISIN number: XS0242945367
Rule 144A Euro Notes: Common Code 24294587/ISIN number: XS0242945870
(collectively, the "2016 Euro Notes")
8% Senior Notes due 2016
Regulation S Dollar Notes: Common Code 24294625/ISIN number: XS0242946258
(the "Regulation S 2016 Dollar Notes")
Rule 144A Dollar Notes: ISIN number: US45661YAA82/CUSIP number: 45661YAA8
(the "Rule 144A 2016 Dollar Notes" and, together with the Regulation S 2016 Dollar Notes, collectively the "2016 Dollar Notes").
In connection with the Consent Solicitation Statement of the Issuers dated March 7, 2011, as amended by the announcements dated March 21, 2011 and March 24, 2011 and as supplemented by the Supplement dated March 25, 2011 (as so amended and supplemented, the "Consent Solicitation Statement"), on April 1, 2011, the 2015 Issuer executed the Sixth Supplemental Indenture to the 2015 Indenture and the 2016 Issuer executed the Eighteenth Supplemental Indenture to the 2016 Indenture (collectively, the "Supplemental Indentures"). Capitalized terms used in this announcement and not otherwise defined have the meanings ascribed to them in the Consent Solicitation Statement.
The Issuers have consummated the Transaction referred to in the Consent Solicitation Statement, substantially on the terms described therein, and the amendments, waivers and other modifications to the Indentures (the "Conditional Amendments"), the operativeness of which is conditioned on the substantially concurrent consummation of the Transaction, have become operative in accordance with the terms of the Supplemental Indentures.
All Holders of Notes are bound by the terms of the Indentures as amended by the Supplemental Indentures giving effect to the Conditional Amendments.
This announcement is being given pursuant to Section 3.1 of each Supplemental Indenture. Questions relating to this announcement should be directed to the Issuers at their registered address set forth above.
Within the United Kingdom, this announcement is directed only at persons having professional experience in matters relating to investments that fall within the definition of "investment
professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (together, the "Relevant Persons"). The investment or investment activities to which this announcement relates is only available to and will only be engaged in with Relevant Persons, and persons who receive this announcement who are not Relevant Persons should not rely or act upon it.
This announcement is not a solicitation of consents with respect to any Notes. The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.
ENDS