DriveTime Automotive Group, Inc. And Bridgecrest Acceptance Corporation Announce Early Tender Results Of Their Previously Announced Tender Offer And Extension Of Early Tender Premium
TEMPE, Ariz., June 15, 2020 /PRNewswire/ -- DriveTime Automotive Group, Inc. and Bridgecrest Acceptance Corporation (f/k/a DT Acceptance Corporation) (together "DriveTime") announced today the early tender results of their previously announced cash tender offer (the "Tender Offer") to purchase up to $50,000,000 aggregate principal amount outstanding (the "Tender Cap") of their 8.00% Senior Secured Notes due 2021 (CUSIP Nos. 26209NAK9 and U26449AE5) (the "Notes"). Additionally, DriveTime announced that it is extending the deadline for receiving the early tender premium of $30.00 for each $1,000 principal amount of Notes tendered through 11:59 p.m., New York City time, on June 26, 2020 (the "Expiration Date"). Other than the extension described above, all other terms and conditions of the Tender Offer remain unchanged and subject to the terms and conditions described in DriveTime's Offer to Purchase dated June 1, 2020 (the "Offer to Purchase").
According to information received from D.F. King & Co., Inc., the tender and information agent for the Tender Offer, as of 5:00 p.m., New York City time, on June 12, 2020, which was the initial early tender deadline (the "Initial Early Tender Deadline"), holders of $8,932,000 in aggregate principal amount of the Notes had validly tendered and not validly withdrawn such Notes. DriveTime expects to accept for payment all Notes validly tendered and not validly withdrawn prior to the Initial Early Tender Deadline.
In accordance with the terms of the Offer to Purchase, DriveTime will pay all holders whose Notes were tendered on or prior to the Initial Early Tender Deadline and are accepted for purchase an amount equal to $940.00 for each $1,000 principal amount of the Notes, which amount includes an early tender premium of $30.00 for each $1,000 principal amount of Notes validly tendered by such holder. In addition, holders that tendered on or prior to the Initial Early Tender Deadline and whose Notes are purchased in the Tender Offer will receive accrued and unpaid interest on such Notes to, but not including, the early payment date of the Tender Offer. Subject to the terms and conditions of the Offer to Purchase, Notes validly tendered and not validly withdrawn prior to the Initial Early Tender Deadline and accepted for purchase will be paid for on the early payment date, which is expected to be June 16, 2020.
Because the deadline for receiving the early tender premium has been extended through the Expiration Date, holders tendering their Notes after the Initial Early Tender Deadline and on or prior to the Expiration Date will be eligible to receive an amount equal to $940.00 for each $1,000 principal amount of such Notes (which amount includes an early tender premium of $30.00 for each $1,000 principal amount of such Notes) validly tendered by such holder (and not validly withdrawn), and accepted for purchase. In addition, holders tendering their Notes after the Initial Early Tender Deadline and on or prior to the Expiration Date, whose Notes are accepted for purchase in the Tender Offer will be eligible to receive accrued and unpaid interest on such Notes to, but not including, the final payment date of the Tender Offer, which is expected to be June 30, 2020.
If the purchase of all validly tendered Notes would cause DriveTime to purchase a principal amount greater than the Tender Cap, then the Tender Offer will be oversubscribed and DriveTime, if it accepts Notes in the Tender Offer, will accept for purchase tendered Notes on a prorated basis as described in the Offer to Purchase.
Wells Fargo Securities, LLC is acting as dealer manager for the Tender Offer. The tender agent and information agent for the Tender Offer is D.F. King & Co., Inc. Questions regarding the Tender Offer may be directed to Wells Fargo Securities, LLC at (704) 410-4759 (collect) or (866) 309-6316 (U.S. toll-free). Holders who would like additional copies of the offer documents may call the information agent, D.F. King & Co., Inc. at (212) 269-5550 (collect, for banks or brokers) or (800) 398-1247 (toll-free, for all others) or by e-mail at dtag@dfking.com.
This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the Notes. Holders of the Notes are urged to carefully read the Offer to Purchase, which sets forth a more detailed description of the Tender Offer, before making any decision with respect to the Tender Offer. The Tender Offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.
About DriveTime
DriveTime is making a difference in the lives of customers by providing the vehicle to empower the customer on their road to success. Headquartered in Tempe, Arizona, DriveTime is one of the nation's largest vehicle retailers with a primary focus on the sale and financing of used vehicles and related products. DriveTime's unique fully integrated business model of company-owned dealerships nationwide and loan servicing centers provide our customers with a comprehensive end-to-end solution for their automotive needs. DriveTime is transforming the buying and financing of a used vehicle with a fair and transparent experience focused on matching the right customer with the right vehicle under the right financing terms.
This release contains forward-looking statements with respect to the timing and principal amount of debt securities to be purchased in the Tender Offer, including certain terms and conditions of the Tender Offer. By their nature, forward-looking statements are subject to numerous assumptions, risks, and uncertainties. A number of factors could cause actual conditions, events or results to differ significantly from those described in the forward-looking statements. These factors include, but are not limited to, those that may be set forth in the Offer to Purchase. Actual results, performance or achievement could differ materially from those contained in these forward-looking statements for a variety of reasons. Other unknown or unpredictable factors also could have a material adverse effect on our business, financial condition and results of operations.
Any forward-looking statement speaks only as of the date on which such statement is made, and DriveTime undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Contacts
Mary Leigh N. Phillips
Chief Financial Officer
(602) 667-2502
MaryLeigh.Phillips@DriveTime.com
Daniel Gaudreau
Treasurer
(602) 667-2502
Daniel.Gaudreau@DriveTime.com
SOURCE DriveTime Automotive Group, Inc.
