Proposed $100M Senior Secured Notes Offering Detailed by Credit Acceptance
SOUTHFIELD, Mich. — Credit Acceptance Corp. recently shared its plans for a $100 million offering of its 9.125-percent senior-secured notes due 2017.
The company explained that: "The notes will constitute additional securities under an existing indenture pursuant to which the company issued $250 million of its 9.125-percent first priority senior secured notes due 2017 on Feb. 1, 2010.
"The notes will have the same terms as the existing notes, other than issue price and issue date, and, together with the existing notes and any further 9.125-percent senior secured notes due 2017 that may be issued under the indenture, will be treated as a single class under the indenture," officials added. "The notes will be guaranteed by certain of the Company's subsidiaries on a first priority senior secured basis."
The lender says the net proceeds are to be put toward funding, in part, Credit Acceptance's purchase of its common-stock shares in the tender offer unveiled on Feb. 9 as well as for paying the fees and expenses associated with the tender offer.
Credit Acceptance stressed that the offering's closing is not to be conditioned on consummation of the tender offer.
"In the event that the net proceeds from the offering of the notes exceed the amount required to purchase shares of our common stock in the tender offer and to pay related fees and expenses, which could occur if the tender offer is not consummated for any reason or if the number of shares properly tendered and not properly withdrawn in the tender offer is sufficiently small, we intend to use that excess for general corporate purposes, which may include repayment of debt, expansion of our operations, share repurchases or other uses," officials explained.
"In accordance with the terms of our revolving credit facility, we will initially apply the net proceeds from the offering, pending their application as described above, to repay borrowings (without reducing the lenders' commitments thereunder) under our revolving credit facility with a commercial bank syndicate, to the extent of such borrowings," they added.
Moving along, Credit Acceptance also detailed some buyer requirements of the offering, sharing that: "The notes will be offered only in the United States to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States pursuant to Regulation S under the Securities Act."
The company stressed its statement that: "This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction."
Finally, Credit Acceptance emphasized that the notes won't be registered under the Securities Act.
The lender stressed that the notes cannot be offered or sold in the U.S. without one of the following: registration or an applicable exemption from such requirements.