SBA says tender offer for 12% notes oversubscribed

New York, Dec. 24 - SBA Communications Corp. said its tender for up to $153.3 million principal amount of its 12% senior discount notes expired with the offer oversubscribed.

By the expiration date of midnight ET on Dec. 23, holders had tendered $210.225 million principal amount or 96% of the outstanding notes.

Holders of a further $6.695 million principal amount or 3% consented to proposed amendments to the indenture without tendering.

Because the tender offer is oversubscribed, SBA said it will accept $153.327 million principal amount of the notes on a pro rata basis at the rate of 72.935% of those tendered.

No payment including the consent premium will be paid for notes not accepted.

SBA had previously said on Dec. 5 that it had received the necessary consents to proposed indenture changes from the holders of the 12% notes. The consent deadline expired as scheduled at 5 p.m. ET Dec. 4 without extension. As of that deadline, holders of 87% of the notes had tendered them and delivered consents while holders of another 3% had delivered consents without tendering.

The offer required the consent of the holders of at least two-thirds of the outstanding notes.

SBA, a Boca Raton, Fla.-based communications antenna tower owner-operator, said on Nov. 25 that it had begun a cash tender offer to purchase up to $153.3 million principal amount of the 12% notes, or 70% of the $219 million principal amount of the notes currently still outstanding. The company originally issued $269 million principal amount of the notes in February 1998. SBA said it was also soliciting noteholder consents to certain proposed amendments to the notes' indenture.

The company set a consent deadline of 5 p.m. ET Dec. 4 and said that the tender offer would expire at midnight ET Dec. 23, with both deadlines subject to possible extension.

SBA said it was offering total consideration of $1,090 per $1,000 principal amount of notes tendered and accepted for purchase, including a $30 per $1,000 consent premium for holders tendering their notes and delivering consents by the consent deadline. Holders tendering after the consent deadline but before the expiration would receive the tender offer consideration of $1,060 per $1,000 principal amount but not the consent premium. All tendering holders will also receive accrued and unpaid interest.

The company said that holders tendering their notes would be required to consent to the proposed amendments to the indenture. However, holders wishing to consent to the proposed indenture amendments without tendering their notes would be eligible to receive a payment of $2.50 per $1,000 of principal amount. Non-tender consents received after the consent deadline would not be valid.

SBA said that tenders of notes made on or before the consent deadline could not be withdrawn or revoked, unless the company either reduces the amount of consideration offered for the notes, the consent premium, the amount of notes subject to the tender offer, or is otherwise required by law to permit withdrawal.

Tenders of notes made after the consent deadline could be withdrawn at any time up until the offer's expiration. Once delivered, a non-tender consent may not be revoked unless the consent solicitation is terminated or unless required by law.

The company said the tender offer and consent solicitation would be conditioned upon, among other things, the completion by SBA of certain related financing transactions.

The company said that the holders of 50% of the currently outstanding notes have agreed to tender their notes and not subsequently withdraw them and to deliver the related consents in the tender offer and consent solicitation and not subsequently revoke them.

Lehman Brothers was dealer-manager for the tender offer and solicitation agent for the consent solicitation (contact Liability Management Group at 212 528-7581 or 800 438-3242. The information agent was D.F. King & Co. Inc. (212 269-5550 or 800 431-9643).

© 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.