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MDC Partners begins consent solicitation on 7½% notes due 2024
By Taylor Fox
New York, Jan. 21 – MDC Partners Inc. is soliciting consents from holders of its $870,256,000 7½% senior notes due 2024 (Cusip: C5429XAJ5) to amend the indenture governing the notes, according to a news release.
MDC had entered into a definitive transaction agreement on Dec. 21 with Stagwell Media LP to combine their respective businesses.
The purpose of the solicitation is to permit, by way of waivers of and amendments to the restrictive covenants and other provisions contained in the indenture, the consummation of this business combination transaction.
Under the business combination, Stagwell is expected to contribute to MDC a portfolio of marketing services companies, in consideration for which Stagwell will subscribe for and be issued, directly or indirectly, equity securities, which will result in a change of control occurring, in each case following a reorganization of MDC and its subsidiaries.
Adoption of the proposed amendments and waivers requires consents from holders of a majority in principal amount of the then-outstanding notes.
Holders of a majority in principal amount of the notes have already irrevocably agreed to consent to the proposed amendments and waivers.
On the date the indenture is executed, all holders as of 5 p.m. ET Jan. 20 will receive $20 per $1,000 of notes.
The consent solicitation will expire at 5 p.m.ET Feb. 4.
The Bank of New York Mellon is the trustee.
Global Bondholder Services Corp. (866 794-2200; contact@gbsc-usa.com) is the information and tabulation agent, and Moelis & Co. LLC (212 833-3800) is the solicitation agent.
The homebuilding and financial services company is based in Denver.
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