ADM Begins Tender Offer for Up to $400 mln of Debt
The terms and conditions of the tender offers are described in the Offer to Purchase, dated February 11, 2010, and related Letter of Transmittal.
12 Feb 2010 --- Archer Daniels Midland Company has announced the commencement of cash tender offers for up to $400 million aggregate principal amount of its outstanding debentures. The terms and conditions of the tender offers are described in the Offer to Purchase, dated February 11, 2010, and related Letter of Transmittal. Copies of these documents are available to holders from D.F. King & Co., Inc., the depositary and information agent for the tender offers.
The tender offer for each series of Debentures will expire at 12:00 midnight, New York City time, on March 11, 2010, unless extended.
Holders must tender their Debentures by 5:00 p.m., New York City time, on February 22, 2010, unless extended, to be eligible to receive the applicable total consideration (which includes the applicable early tender payment set out above). Holders who tender their Debentures after such date and prior to the expiration date will be eligible to receive the applicable total consideration less the early tender payment.
The applicable total consideration will be determined as described in the Offer to Purchase based on the present value of future payments on the applicable Debentures discounted to the settlement date at a rate equal to the sum of the yield to maturity for the applicable reference security, calculated by the lead dealer managers based on the bid-side price at 2:00 p.m., New York City time, on March 9, 2010, plus the applicable fixed spread, minus accrued interest up to, but not including, the settlement date.
In addition, payments for Debentures purchased will include accrued interest up to, but not including, the settlement date.
The amount of each series of Debentures that will be purchased will be determined in accordance with the Acceptance Priority Level set forth above and may be prorated as described in the Offer to Purchase. All Debentures with the Acceptance Priority Level 1 will be accepted before any Debentures with the Acceptance Priority Level 2 and so forth through succeeding levels. If the aggregate principal amount of Debentures tendered in any series exceeds the remaining amount available for such series, such Debentures will be accepted on a pro rata basis. In that event, Debentures with an Acceptance Priority Level following the prorated series of Debentures will not be accepted for payment.
Withdrawal rights for all tender offers will expire at 5:00 p.m., New York City time, on February 22, 2010, unless extended or otherwise required by law.
The settlement date is expected to be one business day following the expiration of the tender offers.
The consummation of the tender offers is conditioned upon the satisfaction or waiver of the conditions set forth in the Offer to Purchase.
ADM has retained Barclays Capital Inc., BNP Paribas Securities Corp., and HSBC Securities (USA) Inc. as lead dealer managers, Mitsubishi UFJ Securities (USA), Inc. as co-dealer manager, and D.F. King & Co., Inc. as the depositary and information agent for the tender offers.
For additional information regarding the terms of the tender offers, please contact: Barclays Capital, Inc. at (800) 438-3242 (toll free) or (212) 528-7581 (collect), BNP Paribas Securities Corp. at (212) 841-3059 (collect), and HSBC Securities (USA) Inc. at (888) HSBC-4LM (toll free) or (212) 525-5552 (collect). Requests for documents and questions regarding the tendering of Debentures may be directed to D.F. King & Co., Inc. at (800) 659-5550 (toll free) or (212) 269-5550 (collect).
ADM’s obligations to accept any Debentures tendered and to pay the applicable consideration for them are set forth solely in the Offer to Purchase and related Letter of Transmittal. This press release is not an offer to purchase or a solicitation of acceptance of the tender offers. Subject to applicable law, ADM may amend, extend or, subject to certain conditions, terminate the tender offers.
