LOS ANGELES--(BUSINESS WIRE)--Tutor Perini Corporation (NYSE: TPC) (the “Company”), a leading civil and building construction company, today announced the results of its previously announced cash tender offer (the “Tender Offer”) to purchase any and all of its 7⅝% Senior Notes due 2018 (the “2018 Notes”) having an outstanding aggregate principal amount of $300 million.
The Tender Offer expired at 5:00 p.m., New York City time, on April 17, 2017. The Company has accepted for purchase approximately $131.34 million (or approximately 43.78%) of the outstanding 2018 Notes. The Company will pay all holders of 2018 Notes accepted for purchase in the tender offer $1,004.00 per $1,000.00 principal amount of 2018 Notes validly tendered and accepted for purchase plus accrued and unpaid interest to, but not including, the settlement date, which is expected to be April 20, 2017.
The Company expects to fund the payment for the validly tendered and accepted 2018 Notes with the net proceeds of previously announced offering of $500.0 million aggregate principal amount of senior notes due 2025 (the “New Notes”), which was priced at par on April 12, 2017 with a coupon of 6.875%.
Goldman, Sachs & Co. is acting as the dealer manager for the Tender Offer. The information agent and tender agent is D.F. King & Co., Inc. Questions regarding the Tender Offer should be directed to Goldman, Sachs & Co. at (800) 828-3182.
The terms and conditions of the Tender Offer are described in an Offer to Purchase, dated April 10, 2017 (the “Statement”), which has been sent to holders of the 2018 Notes. This press release is not an offer to purchase or a solicitation of an offer to sell any 2018 Notes. The Tender Offer is being made only by, and pursuant to the terms of, the Statement.
The New Notes and related guarantees were offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) or, outside the United States, to persons other than “U.S. persons” in compliance with Regulation S under the Securities Act. This press release does not constitute an offer to sell or the solicitation of an offer to buy the New Notes and related guarantees. The New Notes and related guarantees have not been registered under the Securities Act, or the securities laws of any other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from registration requirements.
About Tutor Perini Corporation
Tutor Perini Corporation is a leading civil and building construction company offering diversified general contracting and design-build services to private clients and public agencies throughout the world. We have provided construction services since 1894 and have established a strong reputation within our markets by executing large complex projects on time and within budget while adhering to strict quality control measures. We offer general contracting, pre-construction planning and comprehensive project management services, including the planning and scheduling of the manpower, equipment, materials and subcontractors required for a project. We also offer self-performed construction services including excavation, concrete forming and placement, steel erection, electrical and mechanical services, plumbing and HVAC. We are known for our major complex building project commitments, as well as our capacity to perform large and complex transportation and heavy civil construction for government agencies and private clients throughout the world.
Note Regarding Forward-Looking Statements
The statements contained in this release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, including without limitation, statements regarding the Company’s intentions, expectations or beliefs regarding the notes offering, the use of proceeds therefrom and the Tender Offer. The Company’s current expectations and beliefs are expressed in good faith and the Company believes there is a reasonable basis for them. There can be no assurance, however, that future developments affecting the Company will be those that the Company has anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the Company’s control) or other assumptions that may cause actual results to be materially different from those expressed or implied by such forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable law.