DALLAS, March 27, 2024 (GLOBE NEWSWIRE) — Invited, Inc. today announced the early tender results for the previously announced tender offer (the “Tender Offer”) by ClubCorp Holdings, Inc., its indirect wholly-owned subsidiary (the “Company”), to purchase for cash up to $82,731,000 aggregate principal amount (the “Tender Cap”) of its outstanding 8.50% Senior Notes due 2025 (the “Notes”). The Tender Offer is subject to the terms and conditions set forth in the confidential Offer to Purchase dated March 13, 2024 (the “Offer to Purchase”), including the Tender Cap and any required proration.
The Company also announced that it is amending the terms of the Tender Offer so that holders who validly tender their Notes at or prior to 5:00 p.m., New York City time, on April 10, 2024 (the “Expiration Time”) will be eligible to receive total consideration of $950.00 per $1,000 principal amount of Notes tendered, which includes an early tender premium equal to $30.00 per $1,000 principal amount of Notes tendered, subject to the Tender Cap and any required proration as described in the Offer to Purchase. Other than as set forth in the immediately preceding sentence, all other terms and conditions of the Tender Offer remain as set forth in the Offer to Purchase.
As of the previously announced early tender deadline of 5:00 p.m., New York City time, on March 26, 2024 (the “Early Tender Time”), the Company has been advised by Global Bondholder Services Corporation, as Depositary for the Tender Offer, that $29,600,000 in aggregate principal amount, or approximately 26.94%, of the outstanding Notes had been validly tendered and not withdrawn in the Tender Offer. The withdrawal deadline relating to the Tender Offer occurred at the Early Tender Time. Notes previously tendered and not withdrawn and Notes that are tendered after the withdrawal deadline may not be withdrawn, except as required by law. The Tender Offer is scheduled to expire at 5:00 p.m., New York City time, on April 10, 2024, unless extended or earlier terminated.
Subject to the terms and conditions of the Tender Offer, the Company is accepting for purchase all Notes validly tendered and not validly withdrawn prior to the Early Tender Time, with the settlement date for such purchase expected to occur on or about March 28, 2024. Because the principal amount of Notes validly tendered and not validly withdrawn in the Tender Offer prior to the Early Tender Time is less than the Tender Cap, subject to the terms and conditions set forth in the Offer to Purchase, the Company intends to accept for purchase Notes validly tendered after the Early Tender Time and prior to the Expiration Time, subject to the Tender Cap and any required proration, as described in the Offer to Purchase.
Apollo Global Securities, LLC is acting as the dealer manager (the “Dealer Manager”) for the Tender Offer. Global Bondholder Services Corporation is acting as the Depositary and the Information Agent for the Tender Offer. Questions regarding the terms of the Tender Offer may be directed to the Dealer Manager at (929) 923-2741 (to reach Mark Villenueva) and (914) 908-0264 (to reach Michael Zicari). Requests for documentation should be directed to Global Bondholder Services Corporation at (212) 430-3774 (for banks and brokers) or (855) 654-2014 (for all others).
Cautionary Statement
None of the Company, the Dealer Manager, the Tender and Information Agent or the trustee for the Notes, or any of their respective affiliates, is making any recommendation as to whether holders should or should not tender any Notes in response to the Tender Offer or expressing any opinion as to whether the terms of the Tender Offer are fair to any holder. Holders must make their own decision as to whether to tender any of their Notes and, if so, the principal amount of Notes to tender. Holders of Notes should refer to the Offer to Purchase for a description of the offer terms, conditions, disclaimers and other information applicable to the Tender Offer.
This press release is for informational purposes only and does not constitute an offer to purchase or the solicitation of an offer to sell any securities. The Tender Offer is being made solely by means of the Offer to Purchase. The Tender Offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In those jurisdictions where the securities, blue sky or other laws require any tender offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made on behalf of the Company by the Dealer Manager or one or more registered brokers or dealers licensed under the laws of such jurisdiction.
About Invited
Since its founding in 1957, Dallas-based Invited has operated with the mission of Building Relationships and Enriching Lives®. The leading owner-operator of membership golf and country clubs and city clubs in North America, Invited is relentless in its pursuit of providing extraordinary experiences, meaningful connections, shared passions, and memorable moments for more than 390,000 members. The company’s mission is supported by nearly 20,000 peak-season employees and a portfolio of nearly 170 owned or operated golf and country clubs and city clubs in 27 states. Invited creates communities that cater to an aspirational lifestyle through its championship golf courses, workspaces, handcrafted cuisine, resort-style pools, tennis and pickleball facilities, golf lounges, fitness centers, and pioneering programming.
Marquee Invited properties include Firestone Country Club (Akron, Ohio); Mission Hills Country Club (Rancho Mirage, California); The Woodlands Country Club (Houston, Texas); and The Metropolitan Club (Chicago, Illinois).
Forward Looking Information Disclaimer
Some of the statements in this press release constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include statements regarding the Company’s intent and belief or current expectations and may be identified by the use of words like “anticipate”, “believe”, “estimate”, “expect”, “intend”, “may”, “plan”, “will”, “should”, “seek”, the negative of these terms or other comparable terminology. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those projected in the forward-looking statements. Important factors that could cause actual results to differ materially from expectations include, without limitation, the Company’s ability to consummate the Tender Offer, as well as matters beyond the Company’s control. Forward-looking statements are not guarantees of future performance, results or events.
The Company also announced that it is amending the terms of the Tender Offer so that holders who validly tender their Notes at or prior to 5:00 p.m., New York City time, on April 10, 2024 (the “Expiration Time”) will be eligible to receive total consideration of $950.00 per $1,000 principal amount of Notes tendered, which includes an early tender premium equal to $30.00 per $1,000 principal amount of Notes tendered, subject to the Tender Cap and any required proration as described in the Offer to Purchase. Other than as set forth in the immediately preceding sentence, all other terms and conditions of the Tender Offer remain as set forth in the Offer to Purchase.
As of the previously announced early tender deadline of 5:00 p.m., New York City time, on March 26, 2024 (the “Early Tender Time”), the Company has been advised by Global Bondholder Services Corporation, as Depositary for the Tender Offer, that $29,600,000 in aggregate principal amount, or approximately 26.94%, of the outstanding Notes had been validly tendered and not withdrawn in the Tender Offer. The withdrawal deadline relating to the Tender Offer occurred at the Early Tender Time. Notes previously tendered and not withdrawn and Notes that are tendered after the withdrawal deadline may not be withdrawn, except as required by law. The Tender Offer is scheduled to expire at 5:00 p.m., New York City time, on April 10, 2024, unless extended or earlier terminated.
Subject to the terms and conditions of the Tender Offer, the Company is accepting for purchase all Notes validly tendered and not validly withdrawn prior to the Early Tender Time, with the settlement date for such purchase expected to occur on or about March 28, 2024. Because the principal amount of Notes validly tendered and not validly withdrawn in the Tender Offer prior to the Early Tender Time is less than the Tender Cap, subject to the terms and conditions set forth in the Offer to Purchase, the Company intends to accept for purchase Notes validly tendered after the Early Tender Time and prior to the Expiration Time, subject to the Tender Cap and any required proration, as described in the Offer to Purchase.
Apollo Global Securities, LLC is acting as the dealer manager (the “Dealer Manager”) for the Tender Offer. Global Bondholder Services Corporation is acting as the Depositary and the Information Agent for the Tender Offer. Questions regarding the terms of the Tender Offer may be directed to the Dealer Manager at (929) 923-2741 (to reach Mark Villenueva) and (914) 908-0264 (to reach Michael Zicari). Requests for documentation should be directed to Global Bondholder Services Corporation at (212) 430-3774 (for banks and brokers) or (855) 654-2014 (for all others).
Cautionary Statement
None of the Company, the Dealer Manager, the Tender and Information Agent or the trustee for the Notes, or any of their respective affiliates, is making any recommendation as to whether holders should or should not tender any Notes in response to the Tender Offer or expressing any opinion as to whether the terms of the Tender Offer are fair to any holder. Holders must make their own decision as to whether to tender any of their Notes and, if so, the principal amount of Notes to tender. Holders of Notes should refer to the Offer to Purchase for a description of the offer terms, conditions, disclaimers and other information applicable to the Tender Offer.
This press release is for informational purposes only and does not constitute an offer to purchase or the solicitation of an offer to sell any securities. The Tender Offer is being made solely by means of the Offer to Purchase. The Tender Offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In those jurisdictions where the securities, blue sky or other laws require any tender offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made on behalf of the Company by the Dealer Manager or one or more registered brokers or dealers licensed under the laws of such jurisdiction.
About Invited
Since its founding in 1957, Dallas-based Invited has operated with the mission of Building Relationships and Enriching Lives®. The leading owner-operator of membership golf and country clubs and city clubs in North America, Invited is relentless in its pursuit of providing extraordinary experiences, meaningful connections, shared passions, and memorable moments for more than 390,000 members. The company’s mission is supported by nearly 20,000 peak-season employees and a portfolio of nearly 170 owned or operated golf and country clubs and city clubs in 27 states. Invited creates communities that cater to an aspirational lifestyle through its championship golf courses, workspaces, handcrafted cuisine, resort-style pools, tennis and pickleball facilities, golf lounges, fitness centers, and pioneering programming.
Marquee Invited properties include Firestone Country Club (Akron, Ohio); Mission Hills Country Club (Rancho Mirage, California); The Woodlands Country Club (Houston, Texas); and The Metropolitan Club (Chicago, Illinois).
Forward Looking Information Disclaimer
Some of the statements in this press release constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include statements regarding the Company’s intent and belief or current expectations and may be identified by the use of words like “anticipate”, “believe”, “estimate”, “expect”, “intend”, “may”, “plan”, “will”, “should”, “seek”, the negative of these terms or other comparable terminology. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those projected in the forward-looking statements. Important factors that could cause actual results to differ materially from expectations include, without limitation, the Company’s ability to consummate the Tender Offer, as well as matters beyond the Company’s control. Forward-looking statements are not guarantees of future performance, results or events.
