Aquilex extends exchange offer for 11 1/8% notes, gets commitment for $50 million revolver

By Jennifer Chiou

New York, Jan. 26 - Aquilex Holdings LLC announced that it prolonged its previously announced voluntary exchange offer for its 11 1/8% senior notes due 2016 to 5 p.m. ET on Jan. 27.

According to an Aquilex news release, the company also extended the related rights offering for holders to tender their notes and elect the equity exchange option until 5 p.m. ET on Jan. 30.

The offers launched on Dec. 23 after institutions holding 100% of the company's first-lien debt and 100% of its second-lien debt and holders of roughly 92% of the 11 1/8% notes reached a financial restructuring agreement with Aquilex.

During the restructuring process, all creditors have received - and will continue to receive - payment in full, the company stated.

Exchange and information agent Epiq Systems, Inc. said that as of 5 p.m. ET on Jan. 25, holders of $221,145,000 of the notes have tendered their securities for exchange along with cash tenders for an additional $95,000 principal amount of notes, together representing 98.33% of the outstanding amount.

"The company is optimistic that we will be able to complete our restructuring before the end of next week," Bill Varner, president and chief executive officer of Aquilex, said in the release.

"Upon completion of the exchange offer, we will have significantly delevered our balance sheet and strengthened our financial flexibility so that we may continue investing in the business to better serve our customers."

$50 million exit revolver

Aquilex also announced that it entered into a commitment letter with GE Capital for a $50 million exit revolver. The amount was increased from $40 million.

The company said that it intends to borrow $10 million under the revolver on the closing date to repay an additional portion of the loans outstanding under the company's existing first-lien credit agreement.

After the close of the restructuring, Aquilex said that outstanding amounts under its term loan will be reduced to about $122.8 million from $132.8 million.

Remaining proceeds under the revolver will go toward seasonal increases in working capital and for general working capital and general corporate purposes.

Plan vote extended

Aquilex said that the solicitation of votes on its alternative in-court Chapter 11 plan of reorganization has been extended to 5 p.m. ET on Jan. 27.

Rothschild Inc. is financial adviser. Richards, Layton & Finger is legal adviser, and Alvarez & Marsal is restructuring adviser.

Aquilex is an Atlanta-based provider of maintenance, repair and industrial cleaning services for the energy industry.

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