SHANGHAI, China, Sept. 9 /Xinhua-PRNewswire-FirstCall/ -- Xinhua Finance Limited ("XFL" or the "Company", TSE Mothers: 9399; OTC: XHFNY), China's premier financial information and media service provider, announced today that it has successfully completed its tender offer (the "Tender Offer") for a portion of its outstanding 10% Senior Guaranteed Notes due 2011 (the "Notes"), which expired on September 4, 2008, at 3:00 p.m. London time (the "Expiration Date"). The Tender Offer was made pursuant to a tender offer statement dated August 5, 2008 (the "Tender Offer Statement"). As of the Expiration Date, US$85,543,000.00 principal amount of the Notes were tendered, representing approximately 85.543% of the aggregate principal amount of the Notes outstanding.
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Pursuant to the terms of the Tender Offer Statement, the Company has accepted the Notes validly tendered for payment on a pro rata basis since the aggregate principal amount of the Notes validly tendered exceeded US$49,113,000.00. The pro rata allocation has been calculated by multiplying the principal amount of the Notes validly tendered by a Holder via a tender instruction by a factor equal to the aggregate principal amount of the Notes that the Company was to purchase divided by the aggregate principal amount of the Notes validly tendered and not validly withdrawn. Any tendered Notes not purchased due to proration will be returned to the Holders thereof as promptly as practicable after September 9, 2008 (the "Payment Date"). The Excess Proceeds (as defined in the Indenture) remaining after the Tender Offer in the amount of US$374,000.00 will be carried forward and accumulated pursuant to Section 4.13(c) of the Indenture.
Holders of the Notes whose Notes were accepted for purchase will receive 100% of the principal amount of the accepted Notes (the "Purchase Price"), plus accrued and unpaid interest thereon from the most recent payment of interest preceding the Payment Date, up to, but not including, the Payment Date (the "Accrued Interest"), as adjusted on a pro rata basis. All payments will be made as provided in the Tender Offer Statement. On the Payment Date, the Company will pay US$50,201,170.00 in the aggregate to purchase the Notes which amount includes the payment of the Purchase Price and Accrued Interest.
For further information and for copies of the Tender Offer Statement please contact: The Bank of New York Mellon at One Canada Square, London E14 5AL, United Kingdom, Attention: ITS Puts and Calls, Corporate Trust Services, email its.puts.and.calls@bnymellon.com, fax: (44) 207 1202 689 660, tel.: (44) 1202 689 590 and/or (44) 207 964 8849, in its capacity as Information Agent and Tender Agent.
This press release does not constitute an offer to buy or solicitation of an offer to sell, nor shall there be any purchase or sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Notes to Editors
About Xinhua Finance Limited
Xinhua Finance Limited is China's premier financial information and media service provider and is listed on the Mothers Board of the Tokyo Stock Exchange (symbol: 9399) (OTC ADRs: XHFNY). Bridging China's financial markets and the world, the Company's proprietary content platform, comprising Indices, Ratings, Financial News, and Investor Relations, serves financial institutions, corporations and re-distributors worldwide. Through its subsidiary Xinhua Finance Media Limited (Nasdaq: XFML), the Company leverages its content across multiple distribution channels in China including television, radio, newspaper, magazine and outdoor media. Founded in November 1999, the Company is headquartered in Shanghai, with offices and news bureaus spanning 11 countries worldwide. For more information, please visit http://www.xinhuafinance.com .
This press release is not for transmission or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia). This press release does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. No securities of the Company may be offered or sold in the United States, except pursuant to an exemption from the registration requirements of the US Securities Act of 1933, as amended. The Company does not intend to conduct a public offering of securities in the United States.
This press release contains some forward-looking statements that involve a number of risks and uncertainties. A number of factors could cause actual results, performance, achievements of the Company or industries in which it operates to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements.
More Information
Media Contact:
Xinhua Finance
Ms. Joy Tsang,
Tel: +86-21-6113-5999 or +86-136-2179-1577
Email: joy.tsang@xinhuafinance.com
IR Contact:
Xinhua Finance
Mr. Charles Lau
Tel: +852-3196-3779
Email: charles.lau@xinhuafinance.com
