Allied Waste North America gets required consents for 8½% notes

By Jennifer Chiou

New York, March 12 - Allied Waste Industries, Inc. said its wholly owned subsidiary, Allied Waste North America, Inc., received consents from holders of $727 million or 97% of its $750 million 8½% senior notes due 2008 by the early deadline, enough to amend the indenture.

The tender offer will expire at 11:59 p.m. ET on March 23. The company began the tender offer and consent solicitation for the notes on Feb. 26.

The company said it will pay $1,053.04 per $1,000 principal amount of the 8½% notes.

The tender consideration was determined based on the sum of the present values of the remaining scheduled payments of principal and interest on the notes discounted to maturity on a semi-annual basis at the applicable Treasury yield - the bid-side yield of the 4.625% U.S. Treasury note due Nov. 30, 2008 at 2 p.m. ET on March 9, which was 4.726% - plus 50 basis points and minus accrued interest.

All noteholders who tender before the expiration date will receive accrued interest up to but excluding the settlement date.

The total tender consideration also includes a consent fee of $12.50 per $1,000 principal amount of notes for noteholders who tendered by 5 p.m. ET on March 9, the consent date.

As of the consent date, the company had received enough consents to amend the note indenture to eliminate substantially all of the restrictive covenants, to eliminate certain events of default and to reduce the required notice period contained in the optional redemption provision.

Allied Waste plans to execute the supplemental indenture following the expiration of the tender offer.

The tender offer was subject to the consummation of a concurrent public offering of $750 million principal amount of senior notes due 2017, the proceeds of which will be used to fund the tender consideration. The company sold $750 million of 6 7/8% senior notes due 2017 on March 12.

UBS Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and J.P. Morgan Securities Inc. are the joint bookrunners for the offering.

Citigroup Corporate and Investment Banking (800 558-3745 or 212 723-6106) and UBS Investment Bank (888 722-9555 extension 4210) are the dealer managers and solicitation agents, and D.F. King & Co., Inc. (800 848-2998 or 212 269-5550) is the information agent.

Allied Waste is a Phoenix-based non-hazardous solid waste management company.

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