Novell Announces Commencement of Cash Tender Offer for 0.50% Convertible Senior Debentures due 2024
Novell, Inc. (NASDAQ: NOVL) today announced the commencement of a cash tender offer to purchase its 0.50% Convertible Senior Debentures due 2024 (the "Debentures") at a price equal to $1,000 per $1,000 principal amount of the Debentures, plus any accrued and unpaid interest up to but not including July 15, 2009. The offer, which is being made pursuant to the terms of the Debentures, will commence on June 15, 2009 and will expire at 5:00 p.m., New York City time, on July 14, 2009.
As required by the rules of the Securities and Exchange Commission, Novell has filed a Tender Offer Statement on Schedule TO. In addition, Novell’s company notice to holders (a copy of which is attached as an exhibit to such Schedule TO) with respect to the terms, conditions and procedures of the offer will be provided to the Depository Trust Company ("DTC"), participants in DTC, and the paying agent, which is Wells Fargo Bank, N.A. None of Novell's board of directors, officers or employees has made or is making any recommendation to any holder regarding whether to participate in the offer.
As detailed in the Schedule TO and the Company’s notice to holders, holders may participate in the offer by surrendering their Debentures through the Depository Trust Company’s Automated Tender Offer Program, ATOP, over the Participant Terminal System during the period beginning on June 15, 2009 and ending at 5:00 p.m., New York City time, on July 14, 2009. Holders who surrender their Debentures during this period may, if they choose, withdraw their Debentures at any time prior to 5:00 p.m., New York City time, on July 14, 2009. By 10:00 a.m. on July 15, 2009, Novell will deposit with Wells Fargo Bank an amount of cash sufficient to purchase all Debentures that have been validly surrendered and not withdrawn. Wells Fargo Bank will promptly distribute the cash to the holders.
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Novell, Inc. (Nasdaq: NOVL) delivers the best engineered, most interoperable Linux platform and a portfolio of integrated IT management software that helps customers around the world reduce cost, complexity and risk. With our infrastructure software and ecosystem of partnerships, Novell harmoniously integrates mixed IT environments, allowing people and technology to work as one. For more information, visit www.novell.com.
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