Four Seasons completes sale of US$250 million 1.875% convertible senior notes
June 18 2004 - 11:29AM
PR Newswire (US)
Four Seasons completes sale of US$250 million 1.875% convertible
senior notes TORONTO, June 18 /PRNewswire-FirstCall/ -- Four
Seasons Hotels Inc. (TSX Symbol "FSH"; NYSE Symbol "FS") today
announced the completion of the sale of US$250 million (principal
amount) 1.875% convertible senior notes to Morgan Stanley & Co.
Incorporated, Goldman, Sachs & Co., Deutsche Bank Securities
Inc., RBC Capital Markets Corporation, Scotia Capital (USA) Inc.
and NBF Securities (USA) Corp. The sale includes US$30 million of
notes sold pursuant to the exercise of the entire over-allotment
option granted by Four Seasons to the underwriters. The notes will
bear interest at the rate of 1.875% per annum (payable
semi-annually in arrears on January 30 and July 30 to holders of
record on January 15 and July 15, beginning January 30, 2005), 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 a specified corporate transaction or a
fundamental change has occurred. 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. The notes have been
assigned a rating of BBB- by Standard & Poor's Ratings Services
and a rating of Baa3 by Moody's Investors Service. 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). Four Seasons also
announced that it has established a US$100 million committed bank
credit facility with a Canadian chartered bank that, unless
extended, will expire in July 2005. This credit facility replaces
existing credit facilities that were to expire in July 2004. 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. This news release contains "forward-looking statements"
within the meaning of federal securities laws. These statements,
including the intended use of the net proceeds from the sale of the
notes, concern anticipated future events results, circumstances,
performance or expectations that are not historical facts. These
statements are not guarantees of future performance and are subject
to numerous risks and uncertainties that can affect our actual
results and could cause our actual results to differ materially
from those expressed or implied in any forward-looking statement
made by us or on our behalf. These statements are made as of the
date of this news release and, except as required by applicable
law, we undertake no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise. This news release does not and shall
not constitute an offer to sell or solicitation of an offer to buy
these securities. 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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