TRW Automotive tenders for 4½% notes, 4.45% notes, calls 7¼% notes

By Susanna Moon

Chicago, May 27 – TRW Automotive Inc., an indirect wholly owned subsidiary of ZF Friedrichshafen AG, said it began tender offers for its $400 million 4½% senior notes due 2021 and $400 million 4.45% senior notes due 2023.

The company also entered into supplemental indentures for the notes with ZF under which ZF agreed to guarantee the company's obligations under the notes, according to a company notice.

Holders have the right to require the company to offer to repurchase the notes after the occurrence of a change of control, which occurred on May 15 as a result of the merger of a subsidiary of ZF with and into ZF TRW Automotive Holdings Corp.

Accordingly, the company is offering to purchase the notes at 101 plus accrued interest to but excluding the payment date.

The tender offers will end at 11:59 p.m. ET on June 25.

Notes may be tendered in denominations of $2,000 or integral multiples of $1,000 after that.

When the offers end, the company said it intends to solicit consents from noteholders who have not tendered their notes in the offers to amend the note indentures to align the reporting obligations with those of ZF under its outstanding notes.

Call issued

The company also called its outstanding 7¼% senior notes due 2017 for redemption on June 30.

The notes will be redeemed at par plus a premium and accrued interest to but excluding the redemption date, according to the notice.

The premium will be any excess over par of the present value at redemption of $1,000 payable on March 15, 2017 plus interest due on the notes through March 15, 2017, excluding accrued interest to the redemption date, computed using a discount rate equal to the Treasury rate as of the redemption date plus 50 basis points.

D.F. King & Co., Inc. (212 269-5550 or 866 620-9554) is the information agent and depositary for the tender offers.

ZF is a Friedrichshafen, Germany-based company that develops driveline and chassis technology and active and passive safety technology.

TRW Automotive is a Livonia, Mich.-based supplier of automotive systems, modules and components.

© 2015 Prospect News.
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