Ukraine's DTEK completes oversubscribed tender offer for 9½% notes

By Jennifer Chiou

New York, April 10 - DTEK Finance BV said it received overall tenders for $371,517,000 principal amount, or about 74%, of its 9½% notes due 2015. The company accepted tenders at a proration factor of 83.9%.

The offer ended at 11:59 p.m. ET on April 9.

As previously reported, the company began the cash tender offer and consent solicitation for up to $300 million of the notes on March 13. The notes are guaranteed by DTEK Holdings BV and DTEK Holdings Ltd.

By the early tender deadline of 5 p.m. ET on March 25, holders had tendered $370,117,000 of the notes.

At that time, the company obtained the needed consents for at least a majority of the notes and planned to enter into the supplemental indenture to adopt the proposed amendments.

The proposed amendments will become operative when the tendered notes are settled.

As noted before, the company was seeking consents to amend the note indenture to conform some covenants and other provisions with those found in the indenture of new dollar-denominated notes DTEK issued to finance the offer.

The total purchase price will be $1,062.50 for each $1,000 principal amount of notes tendered by the early deadline, which includes a $5.00 consent fee per $1,000 principal amount.

Those who tendered after the early deadline will receive $1,012.50 per $1,000 principal amount.

Settlement is slated for April 11.

The tender offer was conditioned on completion of a new issue. DTEK priced $600 million of 7 7/8% notes due 2018 at mid-swaps plus 713 bps on March 26.

Deutsche Bank AG, London Branch (44 207 545 8011 or liability.management@db.com) and J.P. Morgan Securities plc (44 20 7134 2468/3414 or emea_lm@jpmorgan.com) were the dealer managers.

D.F. King & Co., Inc. was the tender agent (44 20 7920 9700, 212 269-5550; dtek@dfking.com).

Questions may be directed to Alyona Semykina at 38 (044) 581 45 22 or SemykinaAG@dtek.com.

DTEK Holdings is an energy holding company based in Donetsk, Ukraine, and owned by SCM Holdings.

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