Harman International Announces Results of Tender Offer
WASHINGTON--June 22, 2006--Harman International Industries, Incorporated announced today the results of its previously announced tender offer for any and all of its outstanding 7.32% Senior Notes due 2007. The tender offer commenced on June 9, 2006, and expired at 5:00 p.m., New York City time, on Wednesday, June 21, 2006. At settlement (scheduled for Thursday, June 22, 2006), the Company will pay approximately $117 million in total (including accrued and unpaid interest) for all 7.32% Senior Notes due 2007 validly tendered and accepted for payment. The aggregate principal amount of tendered and accepted 7.32% Senior Notes is $113,514,000, which accounts for approximately 81.1% of the 7.32% Senior Notes outstanding immediately prior to the tender offer.Bear, Stearns & Co. Inc. and Citigroup Global Markets Inc. served as the Dealer Managers, JPMorgan Chase Bank, N.A. served as the Depositary and D.F. King & Co., Inc. served as the Information Agent for the tender offer.
Extension of Tender Offer for 7.125% Notes due 2007
The Company announced that it has extended the expiration date for its cash tender offer for any and all of its outstanding 7.125% Notes due 2007 from 5:00 p.m., New York City time, on Wednesday, June 21, 2006, to 5:00 p.m., New York City time, on Wednesday, June 28, 2006. The Company will pay the purchase price plus accrued and unpaid interest for any 7.125% Notes due 2007 it purchases in the offer in same-day funds on the first business day after the date the offer expires, or as soon thereafter as practicable. The Company is conducting the offer in accordance with the Offer to Purchase, dated June 9, 2006.
The fixed spread for the 7.125% Notes has been decreased from 50 basis points to 25 basis points. Under the terms of the offer, for each $1,000 principal amount of 7.125% Notes tendered and accepted for payment, the Company has offered to pay a price intended to result in a yield equal to: (i) the yield to maturity of the 2.25% U.S. Treasury reference security due February 15, 2007 (as measured at 2:00 p.m., New York City time, on the second business day before the day the offer expires), plus (ii) a fixed spread of 25 basis points.
The price purchase price for the 7.125% Notes will be recalculated and announced on June 26, 2006. Holders of the 7.125% Notes who have previously tendered their notes do not need to take any additional action. All holders of the 7.125% Notes who previously have properly tendered and do not withdraw their 7.125% Notes, or who properly tender and do not withdraw their 7.125% Notes on or before 5:00 p.m., New York City time, on Wednesday, June 28, 2006, will be entitled to the purchase price to be calculated as described above, with the decreased fixed spread.
The Company intends to redeem all of the 7.125% Notes that remain outstanding after the tender offer pursuant to the redemption provisions in the 7.125% Notes and the indenture pursuant to which the 7.125% Notes were issued.
As of 5:00 p.m., New York City time, on June 21, 2006, holders had tendered approximately $73.7 million in aggregate principal amount of the 7.125% Notes due 2007.
Bear, Stearns & Co. Inc. and Citigroup Global Markets Inc. are the Dealer Managers for the tender offer. JPMorgan Chase Bank, N.A. is the Depositary and D.F. King & Co., Inc. is the Information Agent. This news release is neither an offer to purchase nor a solicitation of an offer to sell the notes. The offer is made only by the Offer to Purchase, dated June 9, 2006, and the information in this news release is qualified by reference to the Offer to Purchase and related Letter of Transmittal. Persons with questions regarding the tender offer should contact Bear, Stearns & Co. Inc. toll-free at (877) 696-2327 or call collect at (212) 272-5112 or Citigroup Global Markets Inc. toll-free at (800) 558-3745. Requests for any tender offer documents should be directed to D.F. King & Co., Inc. toll-free at (800) 859-8511.
Harman International Industries, Incorporated (www.harman.com) is a leading manufacturer of high-quality, high-fidelity audio products and electronic systems for the automotive, consumer and professional markets. The Company's stock is traded on the New York Stock Exchange under the Symbol: HAR.