Navistar International Corporation (“Navistar”), a leading U.S. truck maker, today announced that it has delivered a notice of extension of the redemption date for its previously announced election to redeem in full (the “Redemption”), subject to the satisfaction of the condition set forth therein, its outstanding $600,000,000 9.500% Senior Secured Notes due 2025 (the “Senior Secured Notes”), upon the terms of, and subject to the condition set forth in, the Notice of Conditional Full Redemption sent to the holders of the Senior Secured Notes on April 26, 2021 (the “Redemption Notice”) in accordance with terms of the indenture related to the Senior Secured Notes.
The Redemption Date as set forth in the Redemption Notice was initially June 25, 2021. The Redemption is subject to and expressly conditioned upon the consummation of the merger of Dusk Inc. (the “Merger Subsidiary”), a wholly owned indirect subsidiary of TRATON SE, with and into Navistar (the “Merger”), with Navistar surviving Merger pursuant to an Agreement and Plan of Merger, dated as of November 7, 2020, by and among Navistar, TRATON SE and the Merger Subsidiary (“Merger Agreement”) on terms satisfactory to the Company and TRATON SE (the “Merger Condition”). The Merger Condition will not be satisfied on or before June 25, 2021. As a result, in accordance with the Redemption Notice and Section 5.4 of the indenture related to the Senior Secured Notes, the date fixed for Redemption is now July 1, 2021, unless such date is further delayed (such date, as may be further extended, the “Redemption Date”). On the Redemption Date, the Senior Secured Notes will be redeemed at a redemption price equal to 107.125% of the aggregate principal amount plus accrued and unpaid interest, if any, up to but not including the Redemption Date.
Other than as stated above, the terms of the Redemption are unchanged from those stated in the Redemption Notice, and noteholders should read that document as supplemented by the notice of extension of the redemption date issued by Navistar today to the noteholders.
The consummation of the Merger remains subject to regulatory approvals and the satisfaction of customary closing conditions set forth in the Merger Agreement. As a result, there can be no assurance that the Redemption will occur on July 1, 2021.
This press release does not constitute an offer to sell any securities or the solicitation of an offer to purchase any securities. The Redemption is being made only pursuant to the Redemption Notice dated April 26, 2021.
The Bank of New York Mellon Trust Company, N.A.is acting as trustee and paying agent (the “Trustee and Paying Agent”) for the Redemption. Questions or requests relating to the Redemption may be directed to the Trustee and Paying Agent at The Bank of New York Mellon Trust Company, N.A., 111 Sanders Creek Parkway, East Syracuse, NY 13057.
SOURCE: Navistar
