Attached files
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8-K - FORM 8-K - Spectrum Brands Holdings, Inc. | y91789e8vk.htm |
EX-4.1 - EX-4.1 - Spectrum Brands Holdings, Inc. | y91789exv4w1.htm |
Exhibit 99.1
For Immediate Release:
Harbinger Group Inc. Announces Expiration of Consent Solicitation
NEW YORK, June 22, 2011 Harbinger Group Inc. (NYSE: HRG) (the Company) announced that its
consent solicitation (the Consent Solicitation) of the holders of its 10.625% Senior Secured
Notes Due 2015 (the Notes) (CUSIP No.: 41146A AA4 / ISIN: US41146AAA43 (144A) & CUSIP No.: U24520
AA3 / ISIN: USU24520AA36 (Reg S)) expired at 5:00 p.m., New York City time, today (Expiration
Time).
As of the Expiration Time, Wells Fargo Bank National Association, which acted as the tabulation
agent in the Consent Solicitation, advised the Company that it had received the consent of holders
of a majority in principal amount of the outstanding Notes (excluding Notes owned by the Company
or any affiliate of the Company), and the Company determined that all other conditions to the
completion of the Consent Solicitation were satisfied.
The purpose of the Consent Solicitation is to amend the indenture which governs the Notes, dated
November 15, 2010 (the Indenture), to revise the definition of Contribution Debt to permit the
Company to incur, as a result of its prior issuance of convertible preferred stock, up to $150
million of additional indebtedness that has the same maturity and is secured equally and ratably
with the existing Notes, as Contribution Debt, while eliminating the ability of the Company to
incur any further Pari-Passu Obligations (as such term is defined in the Indenture) as Permitted
Debt under clause (b)(1) of the Limitation on Debt and Disqualified Stock covenant of the
Indenture. The result is to effectively combine the two baskets under which the Company is
permitted to incur additional Pari-Passu Obligations, with the amount of permitted Pari-Passu
Obligations limited to $500 million (including the existing Notes), but to permit all such
indebtedness to have the same maturity as the Notes, including through the issuance of Additional
Notes (as such term is defined in the Indenture).
The Company believes that issuing any new additional debt as Additional Notes rather than a
separate series of Notes will enhance the liquidity of the existing Notes and the Additional Notes,
although there can be no assurance that any Additional Notes will be issued or any such liquidity
will actually develop or persist over time.
The Company intends to settle the Consent Solicitation and execute the supplemental indenture
promptly.
Credit Suisse Securities (USA) LLC acted as solicitation agent and Global Bondholder Services
Corporation acted as information agent in connection with the Consent Solicitation.
This press release does not constitute a solicitation of consents of holders of the Notes and shall
not be deemed a solicitation of consents with respect to any other securities of the Company.
About Harbinger Group Inc.
Harbinger Group Inc. (the Company) is a diversified holding company. The Companys principal
operations are conducted through subsidiaries that offer life insurance and annuity products, and
branded consumer products such as batteries, pet supplies, home and garden control products,
personal care and small appliances. The Company focuses on opportunities in these sectors as well
as financial products, telecommunications, agriculture, power generation and water and natural
resources. For more information on the Company, please see the Companys website at
www.harbingergroupinc.com.
CONTACT:
APCO Worldwide
Jeff Zelkowitz, 646-218-8744
jzelkowitz@apcoworldwide.com
Jeff Zelkowitz, 646-218-8744
jzelkowitz@apcoworldwide.com
or
Harbinger Group Inc.
Francis T. McCarron, CFO, 212-906-8560
investorrelations@Harbingergroupinc.com
Francis T. McCarron, CFO, 212-906-8560
investorrelations@Harbingergroupinc.com
SOURCE: Harbinger Group Inc.