Enterprise Holdings Announces Price Increase for Tender Offer for Certain Fixed Rate Rental Car Asset Backed Notes
ST. LOUIS--Enterprise Holdings, Inc. (“Enterprise”), announced today that its indirect, wholly owned subsidiary, ARG Funding Corp., a special purpose Delaware corporation (the “Company”), has increased the consideration offered for certain tranches of its fixed rate rental car asset backed notes (the “Fixed Rate Notes”), in connection with its previously announced tender offer (the “Tender Offer”) to purchase for cash any and all of its rental car asset backed notes (the “Notes”) specified in the Offer to Purchase, dated September 18, 2009 (as amended or supplemented, the "Offer to Purchase"), and the related Letter of Transmittal (the “Letter of Transmittal”). The following table summarizes the revised Tender Offer pricing terms, with respect to the Fixed Rate Notes:
CUSIP Number |
Description of Security |
Aggregate Principal Amount Outstanding |
Total Consideration* |
Early Participation Payment* |
Tender Offer Consideration* |
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00204ABG5 |
Series 2005-1 4.29% Rental Car Asset Backed Notes, Class A-3 |
$350,000,000 | $1,006.25 | $30.00 | $976.25 | ||||||||||
00204ABP5 |
Series 2005-2 4.84% Rental Car Asset Backed Notes, Class A-4 |
$167,000,000 | $1,010.00 | $30.00 | $980.00 | ||||||||||
* per $1,000 principal amount |
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The terms and conditions of the Tender Offer are set forth in the Offer to Purchase, as amended hereby, and Letter of Transmittal. Except as described above, all other terms and conditions of the Tender Offer remain in full force and effect, including the pricing terms with respect to the outstanding tranches of the Company’s floating rate rental car asset backed notes and the minimum tender conditions with respect to either series of Notes. Holders who have previously tendered their Notes and who do not want to validly withdraw their Notes will continue to be eligible to receive the applicable total consideration without the need to re-tender their Notes or take any other action in response to this announcement.
The Tender Offer will expire at Midnight, New York City time, on October 16, 2009, unless extended (such date and time as it may be extended, the “Expiration Date”). Holders of Notes must validly tender and not validly withdraw their Notes on or before 5:00 p.m., New York City time, on September 30, 2009, unless extended (such date and time as it may be extended, the "Early Participation Date"), in order to be eligible to receive the applicable total consideration specified in the table above. Holders of Notes who validly tender their Notes after the Early Participation Date but on or prior to the Expiration Date and whose Notes are accepted for purchase will receive the applicable tender offer consideration, which is equal to the total consideration less the early participation payment of $30.00 per $1,000 principal amount of Notes.
Barclays Capital Inc. and J.P. Morgan Securities Inc. are acting as the dealer managers for the Tender Offer. The information agent and depositary for the Tender Offer is Global Bondholders Services Corporation. The Tender Offer is made only by the Offer to Purchase, as amended hereby, and Letter of Transmittal, and the information in this news release is qualified by reference to such documents. Persons with questions regarding the Tender Offer should contact Barclays Capital Inc. at (212) 528-7581 (collect) or (800) 438-3242 (toll-free) or J.P. Morgan Securities Inc. at (212) 834-5175. Holders or beneficial owners of Notes may request copies of the Offer to Purchase and Letter of Transmittal from Global Bondholders Services Corporation at (212) 430-3774 or (866) 470-4200 (toll-free).
This release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the Notes. The Tender Offer is only being made pursuant to the Tender Offer documents, including the Offer to Purchase, as amended hereby, and Letter of Transmittal, that the Company is distributing to Noteholders. The Tender Offer is not being made to Noteholders 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. In any jurisdiction in which the Tender Offer is required to be made by a licensed broker or dealer, it shall be deemed to be made by the dealer managers, or one or more registered brokers or dealers appropriately licensed under the laws of such jurisdiction, on behalf of the Company.
About Enterprise and ARG Funding Corp.
Enterprise Holdings, Inc., operator of the Alamo Rent A Car, Enterprise Rent-A-Car and National Car Rental brands, is the largest provider of rental vehicles in North America. Enterprise is a comprehensive service provider, with a network of more than 8,000 car rental locations in neighborhoods and at airports worldwide. Enterprise also operates a fleet management business in which it leases vehicles to national and local businesses. ARG Funding Corp. is a special purpose corporation and an indirect wholly owned subsidiary of Enterprise.
Forward-Looking Statements
This press release contains forward-looking statements. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties. In addition, other written or oral communications provided by Enterprise or the Company from time to time may contain “forward-looking statements.” Forward-looking statements are not historical facts but instead are based on certain assumptions by management and represent only our belief regarding future events, many of which, by their nature, are inherently uncertain and outside our control. Forward-looking statements are often identified by words or phrases such as “is anticipated,” “are expected to,” “are estimated to be,” “intend to,” “believe,” “will likely result,” “projected,” “may,” “we envision,” “designed to,” “target,” “goal,” “objective,” or other similar words or phrases. These forward-looking statements are subject to certain risks and uncertainties, including those described in this press release, that could cause actual results to differ materially from those projected. Additional risks that may affect the Company’s and Enterprise’s future performance are included elsewhere in the Offer to Purchase and the Letter of Transmittal. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the Offer to Purchase. You should not place undue reliance on any forward-looking statement. Enterprise and the Company undertake no obligation to update any forward-looking information except as may be required by law.