DriveTime tenders for any and all 8% senior secured notes due 2021

By Sarah Lizee

Olympia, Wash., June 17 – DriveTime Automotive Group, Inc. and Bridgecrest Acceptance Corp., formerly known as DT Acceptance Corp., announced a cash tender offer to purchase any and all of their outstanding $400 million of 8% senior secured notes due 2021.

The offer will end at 11:59 p.m. ET on July 15.

Together with the tender offer, DriveTime is soliciting consents to effect some proposed amendments to the indenture governing the notes.

Holders may not tender their notes without delivering consents and vice versa.

Holders who validly tender their notes and deliver their consents prior to 5 p.m. ET on June 28, the early consent date, and whose notes are accepted for purchase will be entitled to receive $1,024.50 per $1,000 of notes, payable in cash. The amount includes a consent payment of $30 per $1,000 principal amount.

Holders will also receive accrued interest.

Holders may withdraw tenders and revoke consents at any time prior to the early consent date.

DriveTime said it expects that the initial payment date will be on or about July 1, subject to the satisfaction or waiver of all the conditions of the tender offer and consent solicitation.

Holders who validly tender their notes and validly deliver their consents after the early consent date but on or prior to the expiration date will receive $994.50 for each $1,000 of notes accepted for purchase, payable in cash, plus accrued interest. They will not receive the consent payment.

The proposed amendments to the indenture governing the notes would, among other things, eliminate a significant portion of the restrictive covenants, eliminate some events of default, and release all of the collateral securing the obligations of DriveTime and the guarantors under the notes.

Adoption of the proposed amendments requires the consent of the holders of at least a majority of the total outstanding principal amount of the notes, or, in the case of the amendment to release all of the collateral securing the obligations of DriveTime and the guarantors under the notes, of at least 66 2/3% in total principal amount outstanding of the notes.

The tender offer and consent solicitation are conditioned on debt financing transactions by DriveTime, the company said.

Wells Fargo Securities, LLC (704 410-4759 collect or 866 309-6316 toll-free) is acting as dealer manager and solicitation agent.

The tender agent and information agent is D.F. King & Co., Inc. (212 269-5550 collect, for banks or brokers, 800 252-8173 toll-free, for all others, or dtag@dfking.com).

DriveTime is a Tempe, Ariz.-based used vehicle retailer that focuses on sales and financing services to the subprime market.

© 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.