SAN DIEGO–(BUSINESS WIRE)–DJO Global Inc. (“DJO” or the “Company”), a leading global provider of medical device solutions for musculoskeletal health, vascular health and pain management, today announced the results, as of 5:00 p.m., New York City time, on April 29, 2015 (the “Early Tender Deadline”), of (A) the private offer (the “Exchange Offer”) by its indirect wholly owned subsidiaries, DJO Finance LLC (“DJOFL”) and DJO Finance Corporation (together with DJOFL, the “Issuers”) to exchange their 9.75% Senior Subordinated Notes due 2017 (the “Old Notes”) for (i) their new 10.75% Third Lien Notes due 2020 (the “New Notes”) and (ii) cash and (B) the solicitation (the “Consent Solicitation”) of consents (the “Consents”) from registered holders of Old Notes to certain proposed amendments (the “Proposed Amendments”) to the indenture (the “Old Notes Indenture”) governing the Old Notes.
The Issuers were advised by the exchange agent for the Exchange Offer that, as of the Early Tender Deadline, a total of $298,436,000 aggregate principal amount of outstanding Old Notes, representing approximately 99.48% of the outstanding Old Notes, were validly tendered (and not validly withdrawn) in the Exchange Offer. These holders also delivered their Consents to the Proposed Amendments with respect to the Old Notes tendered. As of the Early Tender Deadline, the Issuers have received the requisite number of Consents in order to adopt the Proposed Amendments. Therefore, upon the terms and subject to the conditions of the Exchange Offer and the Consent Solicitation, the Issuers, the guarantors party thereto and the trustee for the Old Notes will enter into a supplemental indenture to the Old Notes Indenture giving effect to the Proposed Amendments on the applicable settlement date for the Exchange Offer.
Holders whose Old Notes were tendered in the Exchange Offer and who delivered Consents prior to the Early Tender Deadline will receive $1,000 principal amount of New Notes and $20 in cash for each $1,000 principal amount of Old Notes tendered, plus accrued and unpaid interest in cash in respect of their exchanged Old Notes from the last applicable interest payment date to, but not including, the applicable settlement date for the Exchange Offer.
The Exchange Offer will expire at midnight, New York City time, on May 13, 2015, unless extended (the “Expiration Date”). The Consent Solicitation expired at the Early Tender Deadline. Holders who tender their Old Notes after the Early Tender Deadline but prior to or on the Expiration Date will received $1,000 principal amount of New Notes and $10 in cash for each $1,000 principal amount of Old Notes tendered, plus accrued and unpaid interest in cash in respect of their exchanged Old Notes from the last applicable interest payment date to, but not including, the applicable settlement date for the Exchange Offer.
The New Notes will be issued by the Issuers and guaranteed by all of DJOFL’s existing and future domestic subsidiaries that will guarantee the Issuers’ new senior secured credit facilities (as described in the Offering Circular).
The Exchange Offer and the Consent Solicitation are subject to certain conditions set forth in the Offering Circular and Consent Solicitation Statement (the “Offering Circular”) and the related Letter of Transmittal and Consent (the “Letter of Transmittal”). The Issuers reserve the right, subject to applicable law, to terminate, withdraw or amend the Exchange Offer and the Consent Solicitation at any time and from time to time, as described in the Offering Circular.
The New Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”) or any state securities laws. The New Notes may not be offered or sold in the United States or to any U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Exchange Offer and the Consent Solicitation are being made (i) in the United States, in accordance with Rule 506(b) under the Securities Act and (ii) outside the United States, to persons who are not “U.S. persons,” as that term is defined in Rule 902 under the Securities Act and who are “non-U.S. qualified offerees” (as defined in the Offering Circular).
The complete terms and conditions of the Exchange Offer and the Consent Solicitation are set forth in the Offering Circular and the Letter of Transmittal.
This press release is for informational purposes only. This press release is neither an offer to sell nor a solicitation of an offer to buy any New Notes and is neither an offer to purchase nor a solicitation of (i) an offer to sell any Old Notes or (ii) Consents. The Exchange Offer and the Consent Solicitation are made only by, and pursuant to, the terms set forth in the Offering Circular and the Letter of Transmittal. The Exchange Offer and the Consent Solicitation are not being made to persons 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.
