CARMEL,
Ind., May 3, 2023 /PRNewswire/ -- KAR
Auction Services, Inc. (to be renamed OPENLANE, Inc.), d/b/a KAR
Global (NYSE: KAR) (the "Company"), today announced that it has
commenced an offer to purchase for cash (the "Asset Disposition
Offer") up to $140,000,000 of its
5.125% Senior Notes due 2025 (the "Notes"), with a portion of the
net cash proceeds received from its previously announced sale of
its US physical auction business to Carvana. The Asset Disposition
Offer is being made pursuant to the indenture governing the Notes
(as amended and supplemented, the "Indenture") and an Offer to
Purchase, dated May 3, 2023 and
related Letter of Transmittal, which more fully set forth the terms
and conditions of the Asset Disposition Offer.
The Asset Disposition Offer will expire at 5:00 P.M., New York
City time, on June 2, 2023,
unless extended or earlier terminated. Under the terms of the Asset
Disposition Offer, holders of the Notes who validly tender and do
not withdraw their Notes prior to 5:00
P.M., New York City time,
on June 2, 2023 (as such time and
date may be extended) and whose Notes are accepted for purchase,
will receive the applicable "Purchase Price," which equals 100% of
the principal amount of the Notes, equivalent to $1,000 per $1,000
principal amount of Notes, plus accrued but unpaid interest and
additional interest, if any, up to, but not including, the date of
payment. As provided in the Indenture, if at the Expiration Date
the Notes tendered exceeds $140,000,000, the Company will purchase Notes on
a pro rata basis on the basis of the aggregate principal amount of
tendered Notes (subject to authorized minimum denominations and
applicable depositary procedures). In the event that less than
$140,000,000 in principal amount of
Notes is tendered in the Asset Disposition Offer, all of the
tendered Notes will be repurchased by the Company.
5.125% Senior Notes due 2025
Title of
Security
|
CUSIP
Number
|
Principal Amount
Outstanding
|
Purchase
Price(1)
|
5.125% Senior Notes
due 2025
|
48238TAA7
(144A)
U24457AA8
(Reg. S)
|
$350,000,000
|
$1,000.00 plus accrued
but
unpaid interest and additional
interest, if any, up to, but not
including, the purchase date
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Per $1,000.00 principal
amount of Notes validly tendered and accepted for purchase. As
provided in the Indenture, if at the Expiration Date the Notes
tendered exceeds $140,000,000, the Company will purchase Notes on a
pro rata basis on the basis of the aggregate principal amount of
tendered Notes (subject to authorized minimum denominations and
applicable depositary procedures). In the event that less than
$140,000,000 in principal amount of Notes is tendered in the Asset
Disposition Offer, all of the tendered Notes will be repurchased by
the Company.
|
This press release does not constitute a notice of redemption
under the optional redemption provisions of the Indenture, nor does
it constitute an offer to sell, or a solicitation of an offer to
buy, any security. No offer, solicitation, or sale will be made in
any jurisdiction in which such an offer, solicitation, or sale
would be unlawful.
Requests for documents relating to the Asset Disposition Offer
may be directed to U.S. Bank Trust Company, National Association,
the Depositary and Paying Agent, at cts.specfinance@usbank.com.
Media
Inquiries:
|
Analyst
Inquiries:
|
Laurie
Dippold
|
Mike Eliason
|
(317)
468-3900
|
(317)
249-4559
|
laurie.dippold@openlane.com
|
mike.eliason@openlane.com
|
About Us
KAR Auction Services, Inc. (to be renamed
OPENLANE, Inc.) (NYSE: KAR), provides sellers and buyers across the
global wholesale used vehicle industry with innovative,
technology-driven remarketing solutions. The company's unique
end-to-end platform supports whole car, financing, logistics and
other ancillary and related services. Our integrated marketplaces
reduce risk, improve transparency and streamline transactions for
customers around the globe. Headquartered in Carmel, Indiana, the company has employees
across the United States,
Canada, Europe, Uruguay and the
Philippines. For more information and the latest company
news, visit corporate.openlane.com.
Forward-Looking Statements
Certain statements
contained in this press release include "forward-looking
statements" as that term is defined in the Private Securities
Litigation Reform Act of 1995. In particular, statements made in
this press release that are not historical facts (including, but
not limited to, expectations, estimates, assumptions and/or
projections regarding the industry, business, future operating
results, potential acquisitions and anticipated cash requirements)
may be forward-looking statements. Words such as "should," "may,"
"will," "anticipate," "expect," "project," "target," "intend,"
"plan," "believe," "seek," "estimate," "assume," "could,"
"continue" and similar expressions identify forward-looking
statements. The forward-looking statements contained in this press
release are based on management's current assumptions, expectations
and/or beliefs, are not guarantees of future performance and are
subject to substantial risks, uncertainties and changes that could
cause actual results to differ materially from the results
projected, expressed or implied by these forward-looking
statements. Factors that could cause or contribute to such
differences include, but are not limited to, those discussed in the
section entitled "Risk Factors" in our annual and quarterly
periodic reports filed with the Securities and Exchange Commission.
Many of these risk factors are outside of our control, and as such,
they involve risks which are not currently known that could cause
actual results to differ materially from those discussed or implied
herein. The forward-looking statements in this press release are
made as of the date on which they are made and we do not undertake
to update any forward-looking statements.
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SOURCE KAR Auction Services