Digicel gives results of exchange offers for its 8¼%, 9 1/8% notes, cancels 8¾% consents

Chicago, June 22 – Digicel Group Two Ltd. announced the results of its exchange offers for its 8¼% notes due 2022 and its 9 1/8% senior cash pay/PIK notes due 2024, according to a press release on Monday.

The company has secured 97.1% support, or indications from noteholders representing $908,982,994 face amount of notes, to exchange its $937.1 million principal amount of it its 8¼% notes due 2022 and 99.21% support, or notices from noteholders representing $985,198,349 principal amount, to exchange its $993 million aggregate principal amount of 9 1/8% notes.

The 8¼% notes tendered will be exchanged for $291,194,499 new 5% cash pay/3% PIK notes due 2025 to be issued by Digicel Group 0.5 Ltd. and $48,229,068 of newly issued 7% PIK perpetual convertible notes.

The 9 1/8% notes tendered will be exchanged for $99,504,797 million of new unsecured notes and $148,764,833 million of the convertible notes.

The exchange offers will reduce the debt of the company by $1.6 billion, to $5.4 billion.

The exchange is expected to occur on June 23.

The tender offers expired at 11:59 p.m. ET on June 19.

An additional $9.5 million of the new unsecured notes and $2.6 million of the convertible notes will be issued to a holding trust, Conyers Trust Co. (Bermuda) Ltd.

The trust will hold the trust consideration through Sept. 30 for the benefit of Caribbean retail holders and holders of the existing notes that were not tendered in the offer.

Additionally, Digicel announced the termination of its solicitation of consents from holders of its outstanding 8¾% secured notes due 2024 co-issued by Digicel International Finance Ltd. and Digicel Holdings (Bermuda) Ltd.

The consents would have allowed the incurrence of additional debt of up to $100 million under the company’s senior credit facility.

Epiq Corporate Restructuring, LLC (tabulation@epiqglobal.com, 646 282-2500 for banks and brokers and 866 897-6433 or 646 282-2500 for all others) is the information and tabulation agent for all of the tender offers and consent solicitations.

Citigroup Global Markets Inc. (212 723-6106) was the solicitation agent.

Based in Kingston, Jamaica, Digicel is a telecommunications and entertainment provider with operations in the Caribbean, Central America and Asia Pacific.

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