Hughes Supply, Inc. Announces Pricing of Its Tender Offer for Its 5.50% Senior Notes Due 2014
29 Marzo 2006 - 4:59PM
PR Newswire (US)
ORLANDO, Fla., March 29 /PRNewswire-FirstCall/ -- Hughes Supply,
Inc. (NYSE:HUG) today announced that it has determined the
consideration to be paid on its tender offer for its 5.50% Senior
Notes due 2014 (the "Public Notes"). The total consideration for
each $1,000 principal amount of the Public Notes validly tendered
and not withdrawn prior to March 17, 2006 at 5:00 p.m. (New York
City time) (the "Consent Payment Deadline") is $1,027.38, including
a consent payment of $15.00. In addition, holders who validly
tender their notes at or prior to the Expiration Time will receive
accrued and unpaid interest to, but excluding, the settlement date.
Holders who tender the Public Notes after the Consent Payment
Deadline will not be eligible to receive the consent payment. The
consideration for the Public Notes was calculated by Morgan Stanley
& Co. Incorporated in the manner described in the Offer to
Purchase and Consent Solicitation Statement dated February 28,
2006. The Expiration Time for the tender offer is 8:00 a.m. (New
York City time) on March 31, 2006. The offer is being conducted in
connection with the previously announced definitive merger
agreement that provides for the acquisition of Hughes Supply, Inc.
by The Home Depot, Inc. The offer is subject to the satisfaction of
certain conditions, including the consummation of the acquisition.
Hughes Supply, Inc. has retained Morgan Stanley & Co.
Incorporated to act as the Dealer Manager for the tender offer and
Solicitation Agent for the consent solicitation. Morgan Stanley
& Co. Incorporated can be contacted at 212-761-1457 (collect)
and 800-624-1808 (toll-free). Copies of the Offer to Purchase and
Consent Solicitation Statement may be obtained from D.F. King, the
information agent for the offer, at 212-269-5550 (for banks and
brokers only) or 800-487-4870 (for all others 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 Public
Notes. The offer is only being made pursuant to the tender offer
and consent solicitation documents, including the Offer to Purchase
and Consent Solicitation Statement that Hughes Supply, Inc. has
distributed to holders of Public Notes. About Hughes Supply, Inc.
Hughes Supply, Inc., founded in 1928, is one of the nation's
largest diversified wholesale distributors of construction, repair
and maintenance- related products, with over 500 locations in 40
states. Headquartered in Orlando, Florida, Hughes employs
approximately 9,700 associates and generated annual net sales of
over $5.4 billion in its last fiscal year ended January 31, 2006.
Hughes is a Fortune 500 company and was named the #3 Most Admired
Company in America in the Wholesalers: Diversified Industry segment
by FORTUNE Magazine. For additional information on Hughes Supply,
you may visit http://www.hughessupply.com/ . Except for historical
information, all other information discussed in this news release
consists of forward-looking statements under the Private Securities
Litigation Reform Act of 1995. When used in this report, the words
"believe," "anticipate," "estimate," "expect," "may," "will,"
"should," "plan," "intend," "project," and similar expressions are
intended to identify forward-looking statements. These
forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be different from any
future results, performance, and achievements expressed or implied
by these statements. These risks and uncertainties include, but are
not limited to, the ability of the Company and The Home Depot to
satisfy the conditions to closing of the pending merger (including
Company shareholder approval) and timing of the process; the effect
on the Company's business of the pending transaction, the strength
of the construction market and the general economy, competition,
delay in implementing operating systems, reliance on key personnel
who may separate from the Company due to general attrition or due
to additional uncertainties created by the pending merger, success
in integrating and achieving expected profitability from acquired
businesses, achieving enhanced profitability goals, fluctuating
commodity prices, the Company's fixed cost structure, customer
credit policies, unexpected product shortages, product purchasing
and supply, overseas movement of manufacturing facilities, and
other factors set forth from time to time in filings with the
Securities and Exchange Commission. The forward-looking statements
included in this news release are made only as of the date of this
news release and under section 27A of the Securities Act and
section 21E of the Exchange Act. Hughes Supply does not have any
obligation to publicly update any forward-looking statements to
reflect subsequent events or circumstances. In connection with the
proposed merger, Hughes Supply has filed a definitive proxy
statement with the Securities and Exchange Commission. INVESTORS
AND SECURITY HOLDERS ARE ADVISED TO READ THE DEFINITIVE PROXY
STATEMENT, WHICH CONTAINS IMPORTANT INFORMATION. Investors and
security holders may obtain a free copy of the definitive proxy
statement and other documents filed by Hughes Supply at the
Securities and Exchange Commission's Web site at
http://www.sec.gov/ . The definitive proxy statement and such other
documents may also be obtained for free from Hughes Supply by
directing such request to Hughes Supply, Attention: Investor
Relations, telephone: (407) 822- 2139. Hughes Supply and its
directors, executive officers and other members of its management
and employees may be deemed to be participants in the solicitation
of proxies from its stockholders in connection with the proposed
merger. Information concerning the interests of Hughes Supply's
participants in the solicitation is set forth in Hughes Supply's
definitive proxy statement dated February 27, 2006, for its Special
Meeting of Shareholders relating to the merger.
http://www.newscom.com/cgi-bin/prnh/19990803/HUGLOGO
http://photoarchive.ap.org/ DATASOURCE: Hughes Supply, Inc.
CONTACT: Mark Iskander, Acting Treasurer, Hughes Supply,
+1-407-822-2147 Web site: http://www.hughessupply.com/
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