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Opportunities II Ltd. Announces That Its Cash Tender Offer For Certain Outstanding Notes Of Taberna Preferred Funding IV, Ltd. And Taberna Preferred Funding IV, Inc. Has Expired And That The Minimum Tender Condition And Other Conditions Of The Offer Were Not Satisfied And Therefore No Notes Are Being Purchased Or Accepted

NEW YORK, April 4, 2017 /PRNewswire/ -- Opportunities II Ltd. (the "Offeror") today announced that its tender offer to purchase certain of the Notes issued by Taberna Preferred Funding IV, Ltd. and Taberna Preferred Funding IV, Inc. for cash announced on March 1, 2017 and amended and restated on March 22, 2017 (the "Revised Offer") expired at 5:00 p.m. New York City time on April 4, 2017.

The Revised Offer was subject to the terms and conditions contained in the Amended and Restated Offer to Purchase Certain of the Outstanding Notes of Taberna Preferred Funding IV, Ltd. and Taberna Preferred Funding IV, Inc., dated March 22, 2017 (the "Revised Offer to Purchase") and related amended and restated letter of transmittal (the "Revised Letter of Transmittal" and together with the Revised Offer to Purchase, the "Revised Offer Documents"). All capitalized terms used but not defined herein shall have the meanings given to them in the Revised Offer to Purchase.

The terms and conditions of the Revised Offer included, without limitation, the satisfaction of the Minimum Tender Condition, the Investor Approval Condition and the Additional Conditions. The Minimum Tender Condition (among other Conditions of the Revised Offer) was not satisfied, and the Revised Offer expired at 5:00 p.m. New York City time on April 4, 2017. Because the Conditions to the Revised Offer were not satisfied, the Offeror is not obligated to purchase or accept any of the Notes tendered in the Revised Offer, and no Notes are being purchased or accepted by the Offeror in the Revised Offer. The Offeror will promptly return all Notes submitted for tender in the Revised Offer to their respective holders.

The following Notes were submitted for tender in the Revised Offer:  

 

Notes

 

CUSIP(i)

 

ISIN(i)

Original Principal Amount Submitted for Tender(ii)

Approximate Original Principal Amount Needed to Satisfy Applicable Threshold Amount(ii), (iii)

Class A-1 First Priority Delayed Draw Senior Secured Floating Rate Notes Due May 5, 2036 ("Class A-1 Notes")

87330Y AB 9

87330Y AA 1

G86539 AB 2

G86539 AA 4

US87330YAB92

US87330YAA10

USG86539AB24

USG86539AA41

$0.00

$100.0 million

Class A-2 Second Priority Senior Secured Floating Rate Notes Due May 5, 2036 ("Class A-2 Notes")

87330Y AC 7

G86539 AC 0

US87330YAC75

USG86539AC07

$0.00

$16.4 million

Class A-3 Third Priority Senior Secured Floating Rate Notes Due May 5, 2036 ("Class A-3 Notes")

87330Y AD 5

G86539 AD 8

US87330YAD58

USG86539AD89

$0.00

$13.3 million

Class B-1 Fourth Priority Secured Floating Rate Notes Due May 5, 2036 ("Class B-1 Notes")

87330Y AE 3

G86539 AE 6

US87330YAE32

USG86539AE62

$0.00

$54.3 million

Class B-2 Fourth Priority Secured Fixed Rate Notes Due May 5, 2036 ("Class B-2 Notes")

87330Y AK 9

G86539 AK 2

US87330YAK91

USG86539AK23

$0.00

$4.7 million

Class C-1 Deferrable Fifth Priority Secured Floating Rate Notes Due May 5, 2036 ("Class C-1 Notes")

87330Y AF 0

G86539 AF 3

US87330YAF07

USG86539AF38

$0.00

$30.0 million

Class C-2 Deferrable Fifth Priority Secured Fixed/Floating Rate Notes Due May 5, 2036 ("Class C-2 Notes")

87330Y AG 8

G86539 AG 1

US87330YAG89

USG86539AG11

$0.00

$13.3 million

Class C-3 Deferrable Fifth Priority Secured Fixed/Floating Rate Notes Due May 5, 2036 ("Class C-3 Notes")

87330Y AH 6

G86539 AH 9

US87330YAH62

USG86539AH93

$0.00

$23.3 million

Class D-1 Deferrable Mezzanine Secured Floating Rate Notes Due May 5, 2036 ("Class D-1 Notes")

87330Y AL 7

G86539 AL 0

US87330YAL74

USG86539AL06

$0.00

$14.0 million

Class D-2 Deferrable Mezzanine Secured Fixed Rate Notes Due May 5, 2036 ("Class D-2 Notes")

87330Y AJ 2

G86539 AJ 5

US87330YAJ29

USG86539AJ59

$2.5 million

$8.7 million

Class E Deferrable Subordinate Secured Floating Rate Notes Due May 5, 2036 ("Class E Notes")

87330X AA 3

G8653R AA 4

US87330XAA37

USG8653RAA44

$0.00

$16.3 million

 

(i)     These are the CUSIPs and ISINs contained in the confidential offering circular for the Notes, dated as of December 22, 2005.
(ii)     Original Principal Amount is "Original Face Value" from the Note Valuation Report issued by the Trustee, dated as of February 6, 2017.
(iii)    For the avoidance of doubt, in order to satisfy the Minimum Tender Condition, the applicable Threshold Amount for each Class of Notes must be met.

As set forth in the Revised Offer to Purchase, the Offeror intends to engage in constructive dialogue with interested parties (including holders of Notes, the Trustee, the Board of Directors, and the Collateral Manager) and explore other alternatives aimed at addressing the inefficiencies and defects described in the Revised Offer to Purchase, which alternatives may include (without limitation): (i) the formation of a group of holders of Notes that can develop consensus-based solutions; (ii) consideration of opportunistic amendments to items of Collateral designed to maximize value; (iii) investigating all causes of action that Taberna may have against third parties; (iv) amending the Indenture to eliminate certain defects and inefficiencies described in the Revised Offer to Purchase; (v) seeking better disclosures from Taberna and the Trustee, including with respect to the Collateral, the questionable actions of the Prior Collateral Manager, the actions of the Collateral Manager, the amount and nature of accrued fees and expenses and other relevant information; (vi) modifying or restructuring the relationship between Taberna and the holders of Notes, on the one hand, and parties involved in the governance, operation, and management of Taberna, on the other hand; (vii) pursuing, or directing the Trustee to pursue, the foreclosure of or monetization of some or all of the Collateral; (viii) seeking the appointment of a receiver or similar fiduciary; (ix) a comprehensive reorganization of the Issuer and Co-Issuer through a bankruptcy filing or other insolvency process; or (x) pursuing such other rights and remedies as may be available to the Offeror and other holders of Notes under applicable law. The Offeror encourages all holders of Notes to contact the Offeror to engage in discussions regarding the best path forward.

Questions regarding this press release may be directed to Opportunities II Ltd. at Opportunities II Ltd., c/o HoldCo Asset Management, L.P., attention: Vik Ghei, 32 Broadway, Suite 1201, New York, NY 10004, via email at vik@holdcoadvisors.com or via telephone at (212) 785-5567.

This press release is neither an offer to sell nor a solicitation of offers to buy any Notes. The Revised Offer was made only pursuant to the Revised Offer to Purchase and the related Revised Letter of Transmittal, and the Revised Offer expired pursuant to its terms at 5:00 p.m. New York City time on April 4, 2017. The Offeror is not purchasing or accepting any of the tendered Notes.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This press release includes information that could constitute forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements include, among others, statements about the Offeror's beliefs, plans, objectives, goals, expectations, estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors, many of which are beyond the Offeror's control. The words "may," "could," "should," "would," "believe," "anticipate," "estimate," "expect," "intend," "plan," "target," "goal," and similar expressions are intended to identify forward-looking statements.  All forward-looking statements, by their nature, are subject to risks and uncertainties. Although the Offeror believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, actual results could differ materially from those described in the forward-looking statements.

Many of the factors that will determine the outcome of the subject matter of this press release are beyond the Offeror's ability to control or predict.  The Offeror undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise, except as otherwise required by law.

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/opportunities-ii-ltd-announces-that-its-cash-tender-offer-for-certain-outstanding-notes-of-taberna-preferred-funding-iv-ltd-and-taberna-preferred-funding-iv-inc-has-expired-and-that-the-minimum-tender-condition-and-other-cond-300434715.html