Howmet gives early results of tender offers, extends early payment

By Sarah Lizee

Olympia, Wash., May 6 – Howmet Aerospace, Inc. announced the early results of its tender offers for its $950 million of 5.4% notes due 2021 (Cusip: 013817AV3) and its $627,182,000 of 5.87% notes due 2022 (Cusip: 013817AQ4).

By 5 p.m. ET on May 5, $561,417,000 of the 2021 notes and $146,642,000 of the 2022 notes were tendered under the offers. Howmet said it plans to accept all tendered notes for purchase.

Additionally, Howmet announced that it is extending the deadline for receiving the early tender premium for each tender offer through the expiration date, 12:01 a.m. ET on May 20, and that it has increased the tender cap related to the 2022 notes to $300 million from $210 million.

The tender cap related to the 2021 notes remains $785 million, which was increased from $500 million on April 22.

The early deadline was previously 5 p.m. ET on May 5.

Because the deadline for receiving the early tender premium has been extended through the expiration date, all holders whose notes are accepted for purchase will receive the total consideration including the early tender premium.

Other terms of the offers are unchanged, the company said.

The company is offering a total consideration of $1,030 per $1,000 5.4% note tendered, and a total consideration of $1,042.50 per $1,000 5.87% note tendered.

In each case, the total consideration includes an early tender premium of $50.00 per $1,000 note.

Holders will also receive accrued interest.

In connection with the tender offer, Howmet is soliciting consents from holders of the 5.4% notes to amend some provisions of the indenture governing the notes to, among other things, eliminate substantially all of the restrictive covenants and some events of default applicable to the notes.

There is no consent solicitation for the 5.87% notes.

Tenders and consents may no longer be withdrawn.

Howmet plans to fund the tender offers with proceeds of an upsized $1.2 billion split-rated issue of 6 7/8% five-year senior bullet notes (Ba3/BBB-) that priced in a Wednesday drive-by.

Tendered notes may be subject to pro rata scaling.

J.P. Morgan Securities LLC (212 834-3424 or 866 834-4666) is the dealer manager and solicitation agent, and Global Bondholder Services Corp. (212 430-3774, 866 470-4300 or contact@gbsc-usa.com) is the tender and information agent.

Pittsburgh-based Howmet is a global provider of advanced engineered solutions for the aerospace and transportation industries.

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