USG settles tenders for $118.2 million of 9¾% notes due 2014 in offer

By Susanna Moon

Chicago, April 12 - USG Corp. said it received tenders for $118.2 million of its $300 million of outstanding 9¾% senior notes due 2014 by the end of the offer at 11:59 p.m. ET on April 11.

USG expected to settle the notes on Thursday in connection with the closing of its private offering of $250 million principal amount of 7 7/8% senior notes due 2020, according to a company press release.

As previously reported, the total purchase price will be $1,125 for each $1,000 principal amount of notes tendered by the early deadline, a figure that includes a $30 consent premium. The base payment is $1,095 per $1,000 of notes.

The company had received tenders for $118,196,000 of the notes by the extended early offer deadline of 5 p.m. ET on April 2.

That was up from $117.9 million at the original early offer deadline of 5 p.m. ET on March 27.

At its previous announcement on March 28, the company pushed back the early tender deadline to 5 p.m. ET on April 2 and terminated the related consent solicitation.

The offer began on March 14.

Holders who tendered their notes after the early deadline will not receive the consent premium.

The company also will pay accrued interest up to but not including the settlement date in cash.

USG originally solicited consent to amend the notes to eliminate substantially all of the restrictive covenants and events of default. The company needed to receive consents from holders of at least a majority of the notes to amend the notes.

The offer was conditioned on the company securing financing with enough proceeds to fund the offer but it was not conditioned on any minimum amount of notes being tendered.

Citigroup Global Markets, Inc. (800 558-3745 or collect 212 723-6106) and J.P. Morgan Securities LLC (800 245-8125 or collect 212 270-0761) are the dealer managers. Global Bondholder Services Corp. (866 795-2200 or banks and brokers 212 430-3774) is the depositary and information agent.

USG is a Chicago-based manufacturer of construction materials.

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