Boston, MA, December 7, 2011 - Stream Global Services, Inc.
(NYSE AMEX: SGS) ("Stream" or the "Company") today announced that
it commenced a consent solicitation (the "Solicitation") with
respect to proposed amendments ("Proposed Amendments") to the
indenture (the "Indenture") governing the Company's outstanding
$200 million in aggregate principal amount of 11.25% Senior Secured
Notes Due 2014 (the "Notes").
The Proposed Amendments would include as permitted Restricted
Payments, direct or indirect repurchases by Stream of its capital
stock from the holders thereof (other than from Stream's
controlling stockholders) in an amount not exceeding $25.0
million. Stream is seeking consents (the "Consents") of the
Holders (as defined below) for the Proposed Amendments to, among
other things, ensure that the consummation of a proposed merger
transaction involving Stream's parent company (previously announced
by certain of Stream's stockholders) would be permitted under
Stream's Indenture.
The record time and date to determine holders of the Notes
entitled to consent (the "Holders") is 5:00 p.m., New York City
time on Tuesday, December 6, 2011. The Solicitation will expire at
5:00 p.m., New York City time, on Friday, December 16, 2011, unless
extended (the "Expiration Time"). As part of the Solicitation,
subject to the satisfaction of the terms of the Solicitation,
Stream will make a cash payment (the "Consent Payment") equal to
$7.50 per $1,000 in aggregate principal amount of Notes, in respect
of which a Consent has been delivered in accordance with the
procedures described in the Consent Solicitation Statement (the
"Statement") (and not revoked) at or prior to the Expiration
Time. Consents may be revoked at any time prior to the date
that the Proposed Amendments become effective. Stream's
obligation to make the Consent Payment is contingent upon, among
other things, receipt of Consents from the holders of a majority in
aggregate principal amount of the Notes at or prior to the
Expiration Time, execution of a supplemental indenture and the
other conditions described in the Statement. The Consent
Payment will become payable upon execution of the supplemental
indenture containing the Proposed Amendments, and will be paid
promptly following the later of the Expiration Time and the
satisfaction or, where applicable, waiver of such conditions.
Holders may obtain a copy of the Statement and related material
from the information agent, D.F. King & Co., Inc., at
(800) 758-5880 or (212) 269-5550 for banks and
brokers.
Morgan Stanley & Co. LLC and Wells Fargo Securities,
LLC are the solicitation agents for the Solicitation. Questions
regarding the Solicitation may be directed to Morgan Stanley &
Co. LLC at (800) 624-1808 or (212) 761-1057 and Wells
Fargo Securities, LLC at (866) 309-6316 or (704) 715-8341.
This press release is for informational purposes only, and the
Solicitation is being made only pursuant to the terms of the
Statement that is being distributed to the Holders. The
Solicitation is not being made to, and Consents are not being
solicited from, Holders in any jurisdiction in which it is unlawful
to make such Solicitation or grant such Consent. None of Stream,
the solicitation agents or the information agent makes any
recommendation as to whether or not Holders should deliver any
Consents. Each Holder must make its own decision as to whether or
not to deliver a Consent.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the Notes or any other securities
and shall not constitute an offer, solicitation or sale in any
jurisdiction in which, or to any person to whom, such an offer,
solicitation or sale is unlawful. Any offers of the Notes will be
made only by means of a private offering memorandum.
About Stream Global Services:
Stream Global Services is a leading global business process
outsource (BPO) service provider specializing in customer
relationship management services including sales, customer care and
technical support for Fortune 1000 companies. Stream is a trusted
partner to some of the world's leading technology, computing,
telecommunications, retail, entertainment/media, and financial
services companies. Stream's service programs are delivered through
a set of standardized best practices and sophisticated technologies
by a highly skilled multilingual workforce of over 30,000 employees
capable of supporting over 35 languages across approximately 50
locations in 23 countries. Stream strives to expand its global
presence and service offerings to increase revenue, improve
operational efficiencies and drive brand loyalty for its clients.
To learn more about the company and its complete service offering,
please visit www.stream.com.
Safe Harbor
This press release contains forward-looking statements made
pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, including forward-looking statements
regarding the Company's business expectations and objectives. These
statements are neither promises nor guarantees, but involve risks
and uncertainties that could cause actual results to differ
materially from those set forth in the forward-looking statements,
including, without limitation, risks relating to the Company's
ability to maintain and win additional client business, continue to
maintain its operating performance and margin expansion, continue
to have sufficient capital to grow and maintain its business,
retain the Company's management team and effectively operate a
global franchise across multiple jurisdictions plus other risks
detailed in the Company's filings with the U.S. Securities and
Exchange Commission, including those discussed in the Company's
Annual Report on Form 10-K for the year ended December 31,
2010.
Stream does not intend, and disclaims any obligation, to update
any forward-looking information contained in this release, even if
its estimates change.
Press Contact:
Heidi Ulin
Executive Assistant
Heidi.Ulin@stream.com
952-698-1057
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