Pac-West again extends early tender deadline for 13½% notes

New York, Nov. 14 - Pac-West Telecomm, Inc. (Ca/D) said that it has again extended the early tender premium deadline for its previously announced tender offer and consent solicitation for the major portion of its outstanding series B 13½% senior notes due 2009. That deadline - by which holders would have to tender their notes and deliver consents to proposed indenture amendments in order to receive an early tender premium as part of the total consideration for its notes - was extended to 5 p.m. ET on Nov. 17, subject to possible further extension, from 5 p.m. ET on Nov. 14 previously.

As of the previous deadline, less than a majority in principal amount of the outstanding notes had been validly tendered and not withdrawn.

Apart from the extension of the early tender deadline, the terms of the tender offer as originally announced remain unchanged, including its scheduled expiration on Dec 4.

As previously announced, Pac-West Telecomm, a Stockton, Calif. communications company, said on Oct. 30 that it has begun a cash tender offer to buy up to $74 million of the $95.1 million principal amount of its 13½% notes or 77.8% of the amount currently outstanding (the company originally issued $150 million of the notes in January 1999).

The company said it is also soliciting consents to amend the indenture governing the notes, in order to, among other things, eliminate most of the principal restrictive covenants.

Pac-West initially set an early tender deadline of 5 p.m. ET on Nov. 13, which has now been extended, and said the tender offer and consent solicitation would expire at 5 p.m. ET on Dec. 4.

Pac-West is offering $900 per $1,000 principal amount of senior notes plus accrued interest up to but not including the settlement date.

Holders who tender by the early deadline will receive an additional $20 premium, for a total of $920 per $1,000 principal amount.

The company said that of the total consideration, 25 cents per $1,000 principal amount is the consent payment, which is payable to holders who tender their senior notes and validly deliver their consents prior to the expiration of the consent solicitation, whether or not such consents are accepted by Pac-West. The early tender premium and consent payment will only be paid if the tender offer is completed.

The amendment to the indenture requires the consent of holders of at least a majority of the principal amount of the notes outstanding.

Holders who tender their notes are required to consent to the proposed amendments and holders may not deliver consents without tendering their notes.

Tendered notes may be withdrawn and consents may be revoked at any time prior to the execution of the supplemental indenture, which is expected to occur promptly following the expiration of the early tender period.

The tender offer is conditioned upon, among other things, receipt of the necessary consents for the proposed amendments, the execution of the supplemental indenture, the completion of a previously announced financing transaction with Deutsche Bank, and customary conditions.

UBS Securities LLC is dealer manager and solicitation agent for the tender offer and the consent solicitation (contact Brian Taylor at 415 352-6085). The depositary is Wells Fargo Bank Minnesota, NA. The information agent is Georgeson Shareholder (800 843-0079).

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