NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION
IN OR INTO, OR TO ANY PERSON RESIDENT AND/OR LOCATED IN, ANY
JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION IS
UNLAWFUL
THIS ANNOUNCEMENT IS FOR INFORMATION ONLY AND
IS NOT AN OFFER TO PURCHASE OR A SOLICITATION OF AN OFFER TO SELL
ANY SECURITIES.
NEW
YORK, July 30, 2024 /PRNewswire/ -- Iconix
International Inc. ("Iconix") today announced that its previously
announced cash tender offer (the "Tender Offer") for up to a
maximum aggregate principal amount of $75
million of (i) the outstanding Series 2012-1 4.229% Senior
Secured Notes, Class A-2 (the "2012-1 Notes") issued by Icon Brand
Holdings LLC, Icon DE Intermediate Holdings LLC, Icon DE Holdings
LLC, and Icon NY Holdings LLC (collectively, the "Co-Issuers") and
(ii) the outstanding Series 2013-1 4.352% Senior Secured Notes,
Class A-2 (the "2013-1 Notes" and, together with the 2012-1 Notes,
collectively, the "Class A-2 Notes") issued by the Co-Issuers, in
each case from holders thereof, expired at 5:00 p.m., New York
City time, on July 30, 2024
(the "Expiration Time"). As of the Expiration Time, no Class A-2
Notes were validly tendered and not validly withdrawn. Capitalized
terms not defined herein shall have the meaning assigned to them in
the Offer to Purchase dated June 3,
2024 (the "Offer to Purchase").
The Tender Offer was made pursuant to the terms and subject to
the conditions set forth in the Offer to Purchase.
Kroll Restructuring Administration LLC d/b/a Kroll Issuer
Services (US) ("Kroll") acted as tender and information agent for
the Tender Offer, and Ducera Securities LLC acted as financial
advisor. This press release is neither an offer to purchase nor a
solicitation of an offer to sell any of the Class A-2 Notes, nor is
it a solicitation for acceptance of the Tender Offer.
About Iconix International, Inc.
Iconix is a Delaware
corporation and is the parent company of the Co-Issuers. Iconix is
a brand management company and owner of a diversified portfolio of
global consumer brands across the women's, men's, home, and
international segments. Iconix's business strategy is to maximize
the value of its brands primarily through strategic licenses and
joint venture partnerships around the world, as well as to grow the
portfolio of brands through strategic acquisitions.
About Iconix Brand Holdings LLC, Icon DE Intermediate
Holdings LLC, Icon DE Holdings LLC, and Icon NY Holdings
LLC
Each of the Co-Issuers is a limited liability company organized
under the laws of Delaware and is
a limited-purpose, bankruptcy remote, wholly owned direct or
indirect subsidiary of Iconix.
Forward-Looking Statements and Important Disclosure
Notice
Except for historical information, certain matters contained in
this press release or the Offer to Purchase are, or may be deemed
to be, forward-looking statements within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The words "will,"
"may," "designed to," "believe," "should," "anticipate," "plan,"
"expect," "intend," "estimate" and similar expressions identify
forward-looking statements, which speak only as of the date they
were made. Because these forward-looking statements are subject to
risks and uncertainties, many of which are beyond Iconix's control,
actual results could differ materially from the expectations
expressed in the forward-looking statements. Important factors that
could cause actual results to differ materially from the
expectations reflected in the forward-looking statements include
the risks identified under the sections captioned "Investment
Considerations Regarding the Co-Issuers" and "Risk Factors Relating
to the Tender Offer" in the Offer to Purchase. Given these risks
and uncertainties, you should not place undue reliance on these
forward-looking statements. All forward-looking statements are
based on information available to Iconix on the date of this press
release, and Iconix disclaims any obligation to revise or update
information contained in these forward-looking statements whether
as a result of new information, future events, or otherwise, except
as required by law.
Contact Information:
John T. McClain
Executive Vice President and Chief Financial Officer
jmmcclain@iconixbrand.com
View original
content:https://www.prnewswire.com/news-releases/iconix-announces-the-expiration-and-results-of-its-cash-tender-offer-for-class-a-2-notes-302210390.html
SOURCE Iconix International Inc.