Molson Coors Brewing Company

Molson Coors Brewing Company

June 11, 2007 07:35 ET

Coors Brewing Company Announces $450 Million Tender Offer for 6 3/8 % Senior Notes Due 2012

GOLDEN, COLORADO--(Marketwire - June 11, 2007) - Coors Brewing Company, the U.S. subsidiary of Molson Coors Brewing Company (TSX:TAP.A)(TSX:TAP.B)(NYSE:TAP), announced today that it will commence today a cash tender offer to purchase up to $450 million aggregate principal amount of its 6 3/8 % Senior Notes due 2012.

The offer will expire at 5:00 p.m., Eastern Daylight Time, on Tuesday, July 10, 2007, unless extended or earlier terminated. Holders who validly tender their notes at or prior to 5:00 p.m. Eastern Daylight Time on Friday, June 22, 2007, will be eligible to receive an early tender premium in addition to the tender offer consideration. Holders who validly tender their notes after 5:00 p.m., Eastern Daylight Time, on Friday, June 22, 2007 will only receive the tender offer consideration, and will not receive the early tender premium.

The total consideration for notes tendered will be determined as described in the Offer to Purchase dated June 11, 2007, based on a yield to the maturity date for the notes (May 15, 2012) calculated using the yield on the 4.75% U.S. Treasury Note due May 31, 2012, plus a fixed spread of 55 basis points. In addition, holders whose notes are purchased will receive accrued and unpaid interest from the last interest payment date to, but not including, the payment date. The reference yield will be calculated by the Dealer Manager in accordance with standard market practice on June 22, 2007.

In the event that the principal amount of notes validly tendered and not validly withdrawn prior to the expiration time of the offer exceeds the maximum tender amount of $450 million, the notes will be accepted for payment on a pro rata basis based on the total principal amount of notes tendered.

The offer is not contingent upon the tender of any minimum principal amount of notes, but the offer is conditioned upon the satisfaction of certain conditions, including the consummation by the company's parent entity, Molson Coors Brewing Company, of an offering of convertible senior notes registered under the Securities Act of 1933, as amended, which is also being commenced If any of the conditions are not satisfied, the company is not obligated to accept for payment, purchase, or pay for, and may delay the acceptance for payment of, any tendered notes, and may even terminate the offer. Full details of the terms and conditions of the offer are included in the company's Offer to Purchase dated June 11, 2007, and the related letter of transmittal.

J.P. Morgan Securities Inc. will serve as Dealer Manager for the offer. Persons with questions regarding the offer should contact J.P. Morgan Securities Inc., toll-free at 866-834-4666. Requests for documents may be directed to Global Bondholder Services Corporation, the Information Agent, at 212-430-3774 or 866-937-2200.

This press release is neither an offer to purchase nor a solicitation of an offer to sell the notes or any other security. The offer is made only by the Offer to Purchase dated June 11, 2007, and the related letter of transmittal.

About Coors Brewing Company

Coors Brewing Company is a subsidiary of Molson Coors Brewing Company (TSX:TAP.A)(TSX:TAP.B)(NYSE:TAP). It is the third-largest brewer in the United States. The company's U.S. brands include Coors Light, Molson Canadian, Coors Banquet, Killian's Irish Red, Keystone, Blue Moon, Coors NA, and Zima. For more information on Coors, visit the company's Web site,

Forward-Looking Statements

This press release contains forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. Words such as "anticipate," "estimate," "expect," and "projects" signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. Some of these risks and uncertainties are identified in Molson Coors Brewing Company's periodic filings with the Securities and Exchange Commission. Should any risks or uncertainties develop into actual events, these developments could delay or cause the cancellation of the tender offer or have material adverse effects on the company's business, financial condition, and results of operations. The company assumes no obligation to update these forward-looking statements.

Contact Information

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    Paul de la Plante
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    Dave Dunnewald
    Kevin Caulfield