Cellco gets needed consents from 12¾% noteholders, calls 15% notes

New York, Oct. 9 - Cellco Finance NV (B2/B) said that as of Oct. 7, it had received consents to proposed indenture changes from the holders of almost 90% of its 12¾ senior notes due 2005 under the company's previously announced consent solicitation.

The company said it therefore had entered into an indenture amendment with the notes' trustee, HSBC Bank USA, which would allow Cellco to undertake certain financial actions as previously outlined.

Following execution of the amendment, Cellco said Thursday that it will redeem $300 million of its 15% senior subordinated notes on Nov. 10 at 103.75% of par plus accrued interest.

As previously announced, Cellco Finance, a Curacao, Netherlands Antilles-based financing subsidiary of Istanbul-based mobile phone company Turkcell Iletisim Hizmetleri AS, said on Sept. 19 that it had begun soliciting consents from the holders of its 12¾% senior notes in order to amend the indenture governing the notes.

It set an expiration deadline of 5 p.m. ET on Oct. 3, subject to possible extension and said it would pay a consent fee of $15 per $1,000 principal amount of notes to holders who validly deliver their consents by the deadline.

The company said the proposed amendment would permit Cellco to, among other things, redeem, prepay or purchase its subordinated indebtedness, including its 15% senior subordinated notes due 2005, before maturity or scheduled prepayment or sinking fund payment by using the proceeds of permitted investments or restricted payments made by its parent Turkcell in compliance with the covenants in the indenture.

Cellco said it needed to obtain the consent of holders of a majority of the principal amount of the notes.

Deutsche Bank AG London was the solicitation agent (+44 20 7545 9968). Georgeson Shareholder Communications, Inc. was the information agent (212 440-9800, 877 743-0667 or +44 20 7335 8730).

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