Titan closes private placement of senior secured notes due 2020

Titan International has announced the closing of its offering of $400 million aggregate principal amount of 6.875 per cent Senior Secured Notes, due 2020.

Titan intends to use the net proceeds from the offering to finance the purchase of the Company’s 7.875 per cent Senior Secured Notes due 2017 validly tendered pursuant to a tender offer and consent solicitation which it commenced on September 23, 2013, and to pay all consent payments, accrued interest, costs and expenses associated therewith.

The company intends to use any remaining net proceeds from the offering of the Notes for general corporate purposes, which may include repayment of other existing obligations and financing potential future acquisitions.

Firm elects to exercise early settlement option

Titan has further announced that the consent deadline with respect to its previously announced cash tender offer and consent solicitation (the “Tender Offer”) for any and all of its outstanding 7.875 per cent Senior Secured Notes due 2017 occurred on October 4, 2013.

As of the Consent Deadline, according to information provided by the tender agent, holders of $387,319,000, or approximately 73.78 per cent, of the total outstanding principal amount of the 2017 Notes tendered their notes and provided consents.  The consents received are sufficient to effect the proposed amendments to the indenture governing the 2017 Notes and the release of the collateral securing the 2017 Notes.

Titan elected to exercise its early settlement election described in the Offer to Purchase and Consent Solicitation Statement.  Holders of the 2017 Notes who validly tendered at or prior to the Consent Deadline will receive the total consideration of $1,064.50 per $1,000 principal amount of 2017 Notes validly tendered at or before the Consent Deadline and accepted in the Tender Offer, which includes a consent payment of $50.00 for each $1,000 principal amount of 2017 Notes, plus accrued and unpaid interest from the last interest payment date for the 2017 Notes to, but not including, the Early Settlement Date.

Titan also announced that, in accordance with the redemption provisions of the indenture governing the 2017 Notes, it has called for redemption all 2017 Notes that are not validly tendered by the expiration of the Tender Offer at 12:00 midnight, New York City time, on October 21, 2013. The 2017 Notes will be redeemed on November 6, 2013.

Holders of 2017 Notes who validly tender their notes after the Consent Deadline but before the expiration of the Tender Offer will receive only the tender offer consideration of $1,014.50 per $1,000 principal amount of notes validly tendered, plus accrued and unpaid interest from the last interest payment date for the notes to, but not including, the purchase date.