Voyage Care extends consent solicitation for 11% notes to Aug. 18

By Angela McDaniels

Tacoma, Wash., Aug. 15 – Voyage Care extended the consent solicitation for the £50 million principal amount of 11% second-lien notes due 2019 issued by subsidiary Voyage Care BondCo plc to noon ET on Aug. 18 from noon ET on Aug. 14, according to a company news release.

Holders may revoke their consents up until the expiration time.

A consent solicitation for the 11% notes and for the subsidiary’s £222 million principal amount 6½% senior secured notes due 2018 began Aug. 6. The deadline for the 6½% notes was not extended.

The company is soliciting consents to amend the notes and to waive provisions of each of the note indentures in connection with the proposed acquisition of 100% of the issued share capital of Voyage Holdings Ltd. and some loan notes and deferred shares in Voyage Mezzco Ltd. by Viking Bidco Ltd.

The company is seeking to amend the definition of “equity investors,” which would have the effect of deeming each of Duke Street LLP and Partners Group AG and their affiliates and any trust, fund, company, partnership or other person owned, managed, sponsored or advised by any of them to be a “permitted holder” for the purposes of each of the indentures.

Also, the amendments would eliminate any “specified change-of-control event” following the acquisition.

The company said it has entered into share purchase agreements with funds managed by Hg Pooled Management Ltd., funds managed by SL Capital Partners LLP and various individual sellers.

The proposed amendments and waivers for each series of notes requires consents from holders of at least a majority of that series of outstanding notes voting as a single class.

The amendments will become effective upon the execution of the supplemental indentures but become operative only upon the completion of the acquisition.

The cash consent payment is £3.75 per £1,000 principal amount of notes. The amount will be paid in two installments: half of the cash payment for the proposed waivers on the waiver payment date and the remaining half for the proposed amendments on the amendment payment date.

As previously reported, the consent payment was increased from £2.50 per £1,000 principal amount.

Deutsche Bank AG, London Branch (+44 20 7547 5000 or xchange.offer@db.com) is the tabulation agent. J.P. Morgan Securities plc (+44 207 1346 346, +44 207 134 3414 or EMEA_LM@jpmorgan.com) is the solicitation agent.

Voyage Care is a Cannock, England-based services provider for individuals with disabilities.

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