Cap Cana Announces Final Results of Exchange Offer and Consent Solicitation

By Prne, Gaea News Network
Thursday, April 30, 2009

SANTO DOMINGO, Dominican Republic - Cap Cana, S.A. (”Cap Cana”) announced today that as of 11:59 p.m. on April 30, 2009 (the “Expiration Date”) under the Company’s exchange offer And consent solicitation (the “Exchange Offer and Consent Solicitation”), originally announced on March 31, 2009, as subsequently amended, an aggregate of approximately US$235,271,000 (or approximately 95.46%) aggregate principal amount of the Company’s outstanding 9.625% Senior Secured Notes due 2013 (the “Existing Notes”) were validly tendered and not withdrawn. Taking account of US$3,550,000 of Existing Notes held by Cap Cana in its account, the aggregate principal amount of Existing Notes effectively outstanding as of the Expiration Date was US$246,450,000.

The Company will accept on the date of Settlement of the Exchange Offer and Consent Solicitation (the “Settlement Date”), all Existing Notes validly tendered and not withdrawn prior to the Expiration Date upon satisfaction of the terms and conditions of the Exchange Offer and Consent Solicitation. In exchange for the tendered and accepted Existing Notes (plus accrued and unpaid interest on the Existing Notes through the Settlement Date), the Company expects to issue approximately US$129,279,600 in aggregate principal amount of 10% Senior Secured Notes due 2016 and approximately US$125,874,600 in aggregate principal amount of 10% Senior Secured Recovery Notes due 2016. In addition, the Company expects to pay to each holder of Existing Notes who validly tendered and did not validly withdraw their Existing Notes prior to the Expiration Date, US$5.00 per US$1,000 principal amount of Existing Notes so tendered and not withdrawn. The Settlement Date is expected to occur on or about May 8, 2009.

Holders tendering their Existing Notes in the Exchange Offer and Consent Solicitation were required to consent to proposed amendments to the indenture pursuant to which the Existing Notes were issued (the “Indenture”), which have the effect of eliminating substantially all of the restrictive covenants contained in the Indenture and the Existing Notes, eliminating certain events of default, modifying covenants regarding mergers and consolidations, and modifying or eliminating certain other provisions contained in the Indenture and the Existing Notes.

As a result of the receipt of requisite consents in the Exchange Offer and Consent Solicitation, the Company and the trustee under the Indenture have executed a supplemental indenture reflecting the proposed amendments to the Indenture. Although the supplemental indenture has been executed, the amendments will not be operative until the Settlement Date.

The Exchange Offer and Consent Solicitation were made on the terms and conditions set forth in the Offering Circular dated March 31, 2009, as subsequently amended, and the related Consent and Letter of Transmittal. The consummation of Exchange Offer and Consent Solicitation are subject to the satisfaction of certain conditions set forth in the Offering Circular, as amended.

Weston International Capital Markets LLC acted as the Dealer Manager for the Exchange Offer and Consent Solicitation.

This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the Existing Notes or any other securities. The Exchange Offer and Consent Solicitation were only made pursuant to the terms and conditions set forth in the Offering Circular, as amended, and the Consent and Letter of Transmittal referenced above. The Exchange Offer and Consent Solicitation were not made, and are not being made, to holders of Existing Notes in any jurisdiction in which the aking or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.

About Cap Cana

Located on the easternmost tip of the Dominican Republic, Cap Cana is being developed as a multiuse luxury resort in the Caribbean with world-class beaches, championship golf courses, yachting facilities and other leisure amenities. The property consists of over 46 square miles (119.9 square kilometers) of land, including a five-mile (eight kilometer) coastline and 2.2 miles (3.5 kilometers) of one of the most pristine beaches in the region. We broke ground on the project in mid-2002 and, as of September 30, 2008, we have entered into contracts with aggregate value of approximately US$1.4 billion for the sale of approximately 1,500 units of real estate properties. Throughout this period, we have delivered approximately 650 real estate properties to buyers, including retail and developer hotel lots, condominiums and villas. As of September 30, 2008, Cap Cana had invested approximately US$485 million in infrastructure and other improvements. These included construction of approximately 25 miles (40 kilometers) of paved roads, water reservoirs and associated distribution and sewage treatment systems, and power generation and distribution for the project’s increasing energy needs. Currently completed and operational are (i) a world-class private beach club, (ii) a Nicklaus Signature golf course and clubhouse, (iii) 87 slips in our inland Marina that can accommodate yachts of up to 250 feet, (iv) 14 deluxe restaurants and several upscale retail shops in the Marina area, (v) the “Cap Cana Sanctuary Golf & Spa”, a 176 suites five-star luxury hotel, (vi) the Heritage School, with approximately 300 local and international students in attendance, (vii) more than 13,000 square meters of administrative offices, (viii) a 288-room residence for our employees, and hundreds of apartments, villas and lots.

Source: Cap Cana S.A.

Miguel Guerrero, Cap Cana, S.A., +1-809-695-5501, ext. 3999, investor.relations at capcana.com

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