Delhi International Airport extends tender offer, gives consent update

Chicago, March 16 – Delhi International Airport Ltd. has pushed back the expiration time on its tender offer to purchase its $288.75 million outstanding 6 1/8% senior secured notes due 2022 (ISINs: XS1165980274) and announced results of its consent solicitation from noteholders of three series of notes, according to an offer document.

The tender offer expiration time is being extended to 11 a.m. ET on March 18 from 11 a.m. ET on March 15.

The deadline for consents has passed. It was also 11 a.m. ET on March 18.

The company announced that it has received a sufficient amount of consents for each note series.

The consent solicitation relates to the 2022 notes in the tender offer (consents were delivered representing 53.43%, or $154,271,000, of the notes), the $522.6 million outstanding 6 1/8% senior secured notes due 2026 (ISINs: US246725AB18, USY2R27RAB56) (consents were delivered representing 66.26%, or $346,274,000, of the notes) and the $500 million outstanding of 6.45% senior secured notes due 2029 (ISINs: US246724AA69, USY2R40TAB40) (consents were delivered representing 58.31%. or $291,549,000, of the notes).

The company was seeking to amend the indentures to increase the time period the issuer has to repay any existing debt to be refinanced under the indentures.

A majority of noteholders had to give consent for the changes.

Noteholders of the 2022 notes who tendered their notes were deemed to have given consent.

Noteholders who tendered their notes, and thereby deliver consents, for the 2022 notes will receive a total consideration of $1,022 per $1,000 note, plus interest. The total consideration includes a $2 consent fee.

Noteholders who consented before the deadline for the 2026 and 2029 notes will receive the $2 consent fee.

The tender offer and the consent fee are conditioned upon receipt of the requisite consents, satisfaction of a financing condition and satisfaction of other conditions.

The company plans to issue new non-convertible notes, as regards the financing condition.

Early settlement is March 22.

Settlement is expected for March 30.

Dealer managers and solicitation agents for the offer are Citigroup Global Markets Ltd. (+65 8028 6995, liabilitymanagement.asia@citi.com), Deutsche Bank AG, Singapore Branch (+65 6423 7959, asiasyn@list.db.com), Hongkong and Shanghai Banking Corp. Ltd. (+852 3941 0223, +44 20 7992 6237, liability.management@hsbcib.com), J.P. Morgan Securities plc (+44 20 3493 0682, liability_management_asia@jpmorgan.com) and Standard Chartered Bank (+852 3983 8658, +44 20 7885 5739, +65 6557 8286, liability_management@sc.com).

Morrow Sodali Ltd. is the information, tender and tabulation agent (+44 20 8089 3287, +852 2319 4130, 203 609-4910, dial@investor.morrowsodali.com, https://bonds.morrowsodali.com/dial-tender, https://bonds.morrowsodali.com/dial-consent).

The issuer is a joint venture formed as a consortium between New Delhi-based GMR Group (54%), Airports Authority of India (26%), Fraport AG (10%) and Eraman Malaysia (10%).

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