Cincinnati Bell extends consent deadline one week, ups consent fee

Chicago, May 10 – Cincinnati Bell Inc. once again extended the deadline for its consent solicitations to amend the indentures governing several series of notes, according to a press release.

The consent solicitations now expire at 5 p.m. ET on May 14, extended from 5 p.m. ET on May 7, previously 5 p.m. ET on April 30 and pushed back earlier from 5 p.m. ET on April 22, according to a press release.

The consent solicitations are for the following series of notes: Cincinnati Bell’s 7¼% notes due 2023, 7% senior notes due 2024 and 8% senior notes due 2025 and the 6.3% debentures due 2028 which originally came from Cincinnati Bell Telephone Co.

With the extension, the company also increased the consent fees payable to consenting holders for two series of notes. The company is now offering $10 per $1,000 note for consents for the 2023 notes and the 2028 notes, increased from $2.50 per $1,000 note.

As of 5 p.m. ET on May 7, the company had received consents for 34.58% of the outstanding 2023 notes, 98.51% of the outstanding 2024 notes, 97.13% of the outstanding 2025 notes and 42.9% of the outstanding 2028 notes.

The company needed consents from noteholders representing two-thirds of the notes and therefore had previously received sufficient consents for the 2024 and 2025 notes.

The consent solicitation is being made in connection with the contemplated acquisition of the company by Macquarie Infrastructure Partners, with certain funds managed by the Private Equity Group of Ares Management Corp. having agreed to provide equity financing for the acquisition.

As previously reported, the company seeks to amend the reporting covenants by replacing the requirement to file annual, quarterly and other periodic reports with the Securities and Exchange Commission with the requirement to provide some reports to the applicable holders of the notes through a noteholder website.

Further, the company seeks to amend the cross-payment and cross-default provisions of the 2023 notes and the 2028 notes to substantially conform to the corresponding provisions in the 2024 notes indenture and the 2025 notes indenture.

The consent fees will be paid at the time of the consummation of the acquisition, which is expected in the first half of 2021.

Each of the consent solicitations is conditioned on the consummation of the other consent solicitations. However, the acquisition is not conditioned on the consent solicitations being successful.

D.F. King & Co., Inc. (212 269-5550, 866 388-7452, cbb@dfking.com) is the information and tabulation agent.

Goldman Sachs & Co. LLC (212 902-6351) is the solicitation agent.

Cincinnati Bell is a Cincinnati-based owner, operator and developer of enterprise-class, carrier-neutral data center properties.

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