Item 8.01 Other Events.
On
In order to have received additional consideration for tendering early, holders
of Notes must have validly tendered and not validly withdrawn their Notes prior
to or at
Because the aggregate principal amount of the Notes validly tendered and not
validly withdrawn exceeded the Aggregate Maximum Tender Amount, the Company did
not accept for purchase all of the Notes that were validly tendered and not
validly withdrawn and only accepted for purchase the Aggregate Maximum Tender
Amount of those Notes. Accordingly, the Notes validly tendered and not validly
withdrawn were subject to proration. The Company used a proration rate of
approximately 79.41% for the Notes. The Notes tendered by each holder were
multiplied by the proration rate and then rounded down to the nearest
Since the Tender Offer for the Notes was fully subscribed as of the Early Tender Time, the Company will not accept for purchase any Notes validly tendered after the Early Tender Time.
The Tender Offer will expire at
Copies of the press releases announcing the early tender results and pricing, respectively, of the Tender Offer, are attached hereto as Exhibits 99.1 and 99.2 and are incorporated in this Item 8.01 by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are being filed herewith:
No. Description 99.1 Press Release Announcing Early Tender Results, datedMarch 17, 2021 99.2 Press Release Announcing Pricing, datedMarch 17, 2021 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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