Four Seasons Announces Sale of US$220 Million 1.875% Convertible Senior Notes
June 15 2004 - 9:30AM
PR Newswire (US)
Four Seasons Announces Sale of US$220 Million 1.875% Convertible
Senior Notes TORONTO, June 15 /PRNewswire-FirstCall/ -- Four
Seasons Hotels Inc. (TSX Symbol "FSH"; NYSE Symbol "FS") today
announced that it has entered into an agreement with Morgan Stanley
& Co. Incorporated on behalf of a group of underwriters
(including Morgan Stanley & Co. Incorporated, Goldman, Sachs
& Co., Deutsche Bank Securities Inc., RBC Capital Markets
Corporation, Scotia Capital (USA) Inc. and NBF Securities (USA)
Corp.) to sell US$220 million (principal amount) 1.875% convertible
senior notes. The offering is expected to close on or about June
18, 2004. Four Seasons has granted the underwriters an option to
purchase up to an additional US$30 million principal amount of the
notes over the next 30 days to cover any over-allotments. The notes
will bear interest at the rate of 1.875% per annum, payable
semi-annually in arrears, and will mature on July 30, 2024, unless
earlier redeemed or repurchased. The notes will be convertible into
Limited Voting Shares of Four Seasons at an initial conversion rate
of 13.9581 shares per US$1,000 principal amount (equal to a
conversion price of approximately US$71.64 per Limited Voting
Share) in certain circumstances, including those in which the
Limited Voting Shares have traded for more than 130% of the
conversion price for a specified period, the notes have had a
trading price of less than 95% of the market price of the Limited
Voting Shares into which they may be converted for a specified
period, the notes have been called for redemption, or there has
occurred a specified corporate transaction or a fundamental change.
Holders of the notes will have the right to require Four Seasons to
purchase the notes on July 30, 2009, July 30, 2014 and July 30,
2019, and in connection with certain designated events. Four
Seasons will have the right to redeem the notes for their principal
amount plus any accrued and unpaid interest beginning August 4,
2009. Four Seasons intends to use the net proceeds from the sale of
the notes for general corporate purposes, including the making of
investments in, or advances in respect of or to owners of,
properties with a view to obtaining new management agreements or
enhancing existing management agreements and the repayment of
outstanding indebtedness (which may include the redemption or
repurchase of our convertible notes due 2029 in appropriate
circumstances). The notes will be issued under Four Seasons'
existing shelf prospectus and registration statement. Offers and
sales of the notes will be made only by the related prospectus and
prospectus supplement. A copy of the prospectus and the preliminary
prospectus supplement can be obtained from the Prospectus
Department of Morgan Stanley & Co. Incorporated, 1585 Broadway,
New York, New York, 10036. This press release shall not constitute
an offer to sell or solicitation of an offer to buy, nor shall
there be any sale of these securities in any state in the United
States in which that offer, solicitation or sale would be unlawful
before the registration or qualification under the securities laws
of that state or in any province or territory of Canada. With a
history spanning four decades and a portfolio that extends
worldwide, Four Seasons Hotels and Resorts is the world's leading
operator of luxury hotels, currently managing 61 properties in 28
countries. DATASOURCE: Four Seasons Hotels and Resorts CONTACT:
Douglas L. Ludwig, Chief Financial Officer and Executive Vice
President, (416) 441-4320; Barbara Henderson, Vice President
Taxation and Investor Relations, (416) 441-4329
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