DTEK launches tender offer, consent bid for 7%/7½% PIK notes due 2027

By Marisa Wong

Los Angeles, Nov. 28 – DTEK Holdings Ltd. and DTEK Energy BV, as successor issuer to DTEK Finance plc, announced an invitation to holders of the 7%/7½% senior secured PIK toggle notes due 2027 (ISIN: XS2342930521), originally issued by DTEK Finance, to tender any and all of their notes for purchase for cash and to consent to some proposed amendments and a proposed waiver.

DTEK is offering to purchase up to $50 million of the $1,516,874,012 of outstanding notes. The company said it may choose to increase the maximum acceptance amount.

The purchase price will be determined under an unmodified Dutch auction. The minimum purchase price is $0 per $1,000 principal amount, and the maximum purchase price is $270 per $1,000 principal amount.

Tenders may be subject to proration.

Acceptance of tenders is not conditioned on the receipt of required consents under the consent solicitation.

Noteholders may provide their consents by submitting either a tender instruction or, if they are unable or unwilling to tender their notes in the tender offer, submitting a consent only instruction.

Holders may not consent solely to the proposed amendments without also consenting to the proposed waiver and may not consent solely to the proposed waiver without also consenting to the proposed amendments.

The proposed waiver relates to the failure by the parent guarantor to comply with certain reporting requirements. The proposed amendments would make changes to the definitions of asset sale and permitted investments, allow for some repurchased notes to be held by the issuer or its restricted subsidiaries in treasury, allow for the discount range repurchase offers to be made by the parent guarantor or any of its restricted subsidiaries and add Linklaters LLP to the list of eligible counsel in the indenture governing the notes.

Adoption of the proposed amendments and proposed waiver requires consents from holders of a majority in principal amount of the outstanding notes.

The company is not offering any consent fee with respect to the consent solicitation.

The invitation will expire at noon ET on Dec. 8.

Results will be announced on Dec. 9.

Settlement is slated for Dec. 15.

GLAS Specialist Services Ltd. (+44 20 3597 2940; attn.: DCM Liability Management - DTEK tender and consent; lm@glas.agency) is the tender and tabulation agent.

DTEK is a Ukraine-based energy holding company. DTEK Energy BV is based in the Netherlands.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.