Filed by General Cable Corporation
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 13e-4(c) under the
Securities Exchange Act of 1934
Subject Company: General Cable Corporation
Commission File No. 1-12983
General Cable Corporation
Registration Statement on Form S-4
File No. 333-162688
The following is the text of the website that is being
maintained at
http://www.
dfking.com/generalcable in connection with General Cable
Corporation’s offer to exchange its newly issued
Subordinated Convertible Notes due 2029 for its outstanding
1.00% Senior Convertible Notes due 2012.
Last Updated: xx:xx a.m./p.m., New York City time, on
xxxxxxxxxxxx, 2009
Indicative
Average VWAP and Initial Conversion Terms for General Cable
Corporation Exchange Offer
On October 27, 2009, General Cable Corporation (the
“Company”) commenced an offer to exchange its new
Subordinated Convertible Notes due 2029 for its outstanding
1.00% Senior Convertible Notes due 2012. On this page, the
Company will periodically provide an indicative average VWAP (as
defined in the prospectus relating to the exchange offer (the
“Prospectus”)), a resulting indicative initial
conversion price and a resulting indicative initial conversion
rate per $1,000 principal amount of the Subordinated Convertible
Notes due 2029 issuable in the exchange offer, calculated as
described in the Prospectus.
| |
|
|
|
|
|
Indicative Average VWAP:
|
|
$
|
xx.xxxx
|
|
|
Minimum Conversion Price:
|
|
$
|
36.75
|
|
|
Resulting Indicative Initial Conversion Price:
|
|
$
|
xx.xxxx
|
|
|
Resulting Indicative Initial Conversion Rate:
|
|
|
xx.xxxx
|
|
The definitive average VWAP, initial conversion price and
initial conversion rate will be calculated as described in the
Prospectus and may be substantially different from the
comparable indicative information displayed above. Assuming that
the exchange offer is not extended or earlier terminated, the
final average VWAP, initial conversion price and initial
conversion rate will be announced by 4:30 p.m., New York City
time, on November 24, 2009. The exchange offer will expire at
midnight, New York City time, on November 24, 2009, unless
extended or earlier terminated. Further information regarding
the exchange offer can be found using the links below.
[Link to Prospectus]
[Link to Letter of Transmittal]
[Link to Notice of Withdrawal]
Rule 425
Legend
Non-Solicitation
This disclosure shall not constitute an offer to sell, buy or
exchange or the solicitation of an offer to sell, buy or
exchange any securities, nor shall there be any sale, purchase
or exchange of securities in any jurisdiction in which such
offer, solicitation, sale, purchase or exchange would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933,
as amended.
Additional
Information
In connection with the exchange offer, General Cable Corporation
has filed a registration statement (including the Prospectus) on
Form S-4
and a tender offer statement on Schedule TO with the SEC.
Holders of its 1.00% Senior Convertible Notes due 2012 are
urged to read the Prospectus, the Schedule TO and any other
relevant documents, because they contain important information
about General Cable Corporation and