ASSUMPTION, Ill., July 31 /PRNewswire/ -- The GSI Group, Inc. (the
"Company") announced today the determination of the total consideration
offered pursuant to its previously announced cash tender offer for its 12%
Senior Notes due 2013 (the "Notes"). The tender offer and related consent
solicitation are being made in connection with the previously announced
merger of the Company's parent, GSI Holdings Corp., with an affiliate of
Centerbridge Capital Partners, L.P.
The total consideration for the Notes was calculated by UBS Securities
LLC, as Dealer Manager for the tender offer, in accordance with the terms
set forth in the Offer to Purchase and Consent Solicitation Statement dated
June 29, 2007 (the "Offer to Purchase") based on the reference yield of
4.648% on the 5.50% U.S. Treasury Notes due May 15, 2009 at 11:00 a.m., New
York City time, on July 31, 2007. The total consideration for the Notes,
which will be payable in respect of Notes accepted for payment that were
validly tendered with consents and not withdrawn on or prior to 5:00 p.m.,
New York City time, on July 13, 2007, will be an amount equal to $1,170.28
for each $1,000 principal amount of Notes.
Holders whose Notes are accepted for payment in the tender offer will
receive accrued and unpaid interest in respect of such purchased Notes from
the last interest payment date to, but not including, the payment date.
The tender offer and consent solicitation are made upon the terms and
conditions set forth in the Offer to Purchase and the related Consent and
Letter of Transmittal. Further details about the terms and conditions of
the tender offer and consent solicitation are set forth in the Offer to
Purchase, as well as in the press releases issued by the Company on July
13, 2007.
The Company has retained UBS Securities LLC to act as the Dealer
Manager for the tender offer and Solicitation Agent for the consent
solicitation. Persons with questions regarding the tender offers and the
consent solicitations should contact the Dealer Manager at 888-722-9555,
ext. 4210 (toll-free) or 203-719-4210 (collect). Requests for documentation
may be directed to MacKenzie Partners, Inc., the Information Agent, which
can be contacted at 800-322-2885 (toll-free) or 212-929-5500 (collect).
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. The
offer to purchase the Notes is only being made pursuant to the tender offer
and consent solicitation documents, including the Offer to Purchase. The
tender offer and consent solicitation are 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. In any jurisdiction in which the tender offers or consent
solicitations are required to be made by a licensed broker or dealer, they
shall be deemed to be made by UBS Securities LLC on behalf of the Company.
None of the Company, the Dealer Manager, the Information Agent or the
depositary makes any recommendation in connection with the tender offer or
the consent solicitation.
Forward-Looking Statements
Except for historical information contained herein, the statements in
this release are forward-looking. Forward-looking statements involve known
and unknown risks and uncertainties that may cause the actual results in
future periods of the Company to differ materially from forecasted results.
Those risks include, among other things, obtaining suitable financing to
support our growth in operations; possible acquisition or divestiture
transactions; managing our growth to achieve operating efficiencies;
successfully competing in our markets; adequately protecting our
proprietary information and technology from competitors; assuring that our
products are not rendered obsolete by products or technologies of
competitors; successfully managing product liability risks; and avoiding
problems with third parties, including key personnel, upon whom we may be
dependent. The risks associated with forward-looking statements are more
fully described in our filings with the Securities and Exchange Commission.
The Company assumes no duty to update its forward-looking statements as of
any future date.
SOURCE The GSI Group, Inc.
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CONTACT: John Henderson, Chief Financial Officer, The GSI Group, Inc., +1-217-226-5468
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