PARIS, Aug. 11, 2003 (PRIMEZONE) -- Orange plc (LSE:OGE) (Other OTC:ORGEF): this press statement is only being communicated in accordance with Article 67 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2001, as amended.
the company corrects the third paragraph -- the figure $119,989,000 replaces $108,489,000 as previously stated. All other details remain unchanged.
Orange plc, a public limited liability company incorporated under the laws of England and Wales (the "Company"), announced today that it is extending the period of time in which it will pay the "Total Consideration" in connection with the Company's cash tender offer (the "Tender Offer") and consent solicitation (the "Consent Solicitation") with respect to its 8 3/4% Senior Notes due 2006 (the "Notes"). The Total Consideration will be paid upon consummation of the Tender Offer and Consent Solicitation to holders who validly tender their Notes on or prior to 5:00 p.m., New York City time, on August 11, 2003. The Company also announced that the expiration date for the Tender Offer and Consent Solicitation will be extended to 12:00 Midnight, New York City time, on August 22, 2003, unless further extended or earlier terminated (such time and date, as the same may be extended, the "Expiration Date").
If the Tender Offer and Consent Solicitation is consummated, the "Total Consideration" that will be paid to holders of Notes who validly tendered their Notes on or prior to August 11, 2003 will be calculated using a fixed spread of 75 basis points over the yield to maturity of 2.00% United States Treasury Notes due May 15, 2006 (the "Reference Security"). The yield to maturity of the Reference Security will be set at 9:00 a.m., New York City time, on the second business day before the Expiration Date. Included in the Total Consideration is the Consent Payment, which is equal to $20 per $1000 principal amount of Notes. Holders who validly tender their Notes after 5:00 p.m., New York City time, on August 11, 2003 and prior to the Expiration Date shall receive the Total Consideration less the Consent Payment.
The Company previously announced that it had received the requisite tenders and consents from holders of Notes to adopt amendments (the "Proposed Amendments") to the Indenture dated 11 June 1999 under which the Notes were issued. Company has executed a supplemental indenture that effectuates the Proposed Amendments, however, the Proposed Amendments will not become operative unless and until the Notes are accepted and paid for pursuant to the terms of the Tender Offer and Consent Solicitation. Once the Proposed Amendments become operative, the holders of Notes not tendered into the Tender Offer will be bound thereby. As of 5:00 pm (New York City time) on August 8, 2003, holders of the Notes have tendered $119,989,000 aggregate principal amount of the Notes. As the Company has received the consents of holder of at least the majority of the outstanding principal amount of the Notes, by the terms of the Tender Offer and Consent Solicitation, consents to the Proposed Amendments may not be revoked and related tenders of Notes may not be withdrawn.
All other terms of the Tender Offer and Consent Solicitation, as described in the Offer to Purchase and Consent Solicitation dated 18 July 2003 (the "Offer Statement") and related Letter of Transmittal remain unchanged. The Company currently expects that the payment date for Notes validly tendered and accepted for payment to be August 27, 2003.
This announcement is not an offer to purchase the Notes. The Tender Offer and Consent Solicitation is made solely pursuant to the terms and subject to the conditions set forth in the Offer Statement and the accompanying Letter of Transmittal. The Offer Statement and the Letter of Transmittal should be read carefully before any decision is made with respect to the Tender Offer and Consent Solicitation.
Citigroup Global Markets Inc. is acting as the exclusive Dealer Manager for the Tender Offer. The depositary and information agent for the Tender Offer is Global Bondholder Services Corp. Additional information about the terms and conditions of the Tender Offer and Consent Solicitation may be obtained from the Depositary and Information Agent at Global Bondholder Services Corp., 65 Broadway - Suite 704, New York, New York 10006, (telephone: (866) 470-4500 (toll free) (212) 430-3774 (collect)) or from the dealer manager, Citigroup Global Markets Inc., 390 Greenwich Street, 4th Floor, New York, New York 10013, (telephone: (800) 558-3745 (toll free), (212) 723-6106 (collect)).
This announcement does not constitute a recommendation regarding the Tender Offer and Consent Solicitation by any of the Company, the Depositary and the Information Agent or the Dealer Manager, nor any of their respective officers, directors, employees or affiliates. Holders should seek advice from an independent financial advisor as to the suitability of the transactions described herein for the individual concerned.
Notes to Editors
Orange and wirefree are trademarks of Orange PCS. The Orange group is one of the world's largest mobile communications companies, with operations in 19 countries across Europe and beyond. It provides a broad range of personal communications services, including Orange GSM1800 services and other digital cellular telephone services. The Orange brand operates in the UK, France, Switzerland, Romania, Denmark, Slovakia, Thailand, the Ivory Coast, the Dominican Republic, Cameroon, the Netherlands, Botswana and Madagascar. The Orange group also has controlled operations in Belgium (Mobistar). The Orange group has a joint controlling interest in Egypt (MobiNil) and minority interests in Portugal (Optimus), Austria (Connect Austria), and Mumbai/India (BPL Mobile). As at the end of June 2003, Orange was the largest mobile operator in both the UK with 13.3 million active customers, and France with over 19.4 million registered customers. As at the end of June 2003, Orange controlled companies had 45.6 million customers worldwide. Further information about Orange can be found on the Orange website at www.orange.com.
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