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CEVA Group Plc Announces Intention to Opportunistically Refinance Debt
London, UK - 23 January 2012 - CEVA Group Plc ("CEVA"), one of the world's leading non-asset based supply chain management companies, announced today it is seeking to refinance certain existing debt.
The proposed refinancing would include the redemption or repayment, at applicable call prices, of CEVA's outstanding 8½% senior notes due 2014, senior unsecured loan due 2015, and 10% senior subordinated notes due 2016, as well as the term loans maturing in 2013 under CEVA's senior secured credit facilities. This indebtedness would be refinanced with the proceeds from expected issuances by CEVA of new first lien senior secured notes due 2017 and new senior unsecured notes due 2020 (collectively, the "Notes").
Contingent upon the proposed refinancing, funds affiliated with Apollo Global Management, LLC ("Apollo"), which controls CEVA's holding company, CEVA Investments Limited ("HoldCo"), have agreed to exchange the following principal amounts: (i) €109 million of CEVA securities that are currently due in 2014 and 2016 for new unsecured notes; and (ii) over €500 million of CEVA indebtedness due in 2018, as well as €355 million of HoldCo securities, for new HoldCo equity.
The proposed refinancing is subject to market and other conditions. No assurance can be made as to when or whether CEVA will complete these transactions.
This announcement shall not constitute an offer to sell or a solicitation of an offer to sell any securities under the laws of any jurisdiction. The Notes anticipated to be offered will not be registered under the Securities Act of 1933, as amended (the "Securities Act") or any state securities laws and may not be offered or sold in the United States absent registration except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws or in other jurisdictions in which the making of such an offer or sale would not be in compliance with the securities, blue sky or other laws of such jurisdiction. Any offers of the Notes will be made only by means of a private offering memorandum.