Transtelco gives final results for tender offer for 8% Maxcom notes

Chicago, Nov. 8 – Transtelco Holding, Inc. announced the final results of its any-and-all tender offer and consent solicitation for the $56,858,270 outstanding 8% senior secured notes due 2024 (Cusip: 57773AAM4) issued by Maxcom Telecomunicaciones SAB de CV in a press release on Saturday.

As of the extended deadline at 5 p.m. ET on Nov. 5, noteholders had tendered $53,993,665 of the notes, or 94.96% of the total value.

As of 11:59 p.m. ET on Oct. 21, noteholders had tendered $53,948,583, or 94.88%, of the notes. By Oct. 6, noteholders had tendered $53,404,677, or 93.93%, of the notes.

Noteholders were offered a total consideration of $515 per $1,000 note, an amount that included a $50 early tender premium that will be paid to all noteholders who participated.

Accrued and unpaid interest will not be paid. And, there will be no additional consent consideration.

As previously reported, the purpose of the offer was to purchase any and all of the notes in connection with the acquisition of Maxcom, a principal object of which is to help the issuer avoid a potential insolvency proceeding (Concurso Mercantil) governed by the Mexican Concursos Law (Ley de Concursos Mercantiles) in Mexico or a potential U.S. bankruptcy proceeding.

The closing date for the acquisition was moved to Nov. 10 to provide additional time for the completion of some closing conditions associated with the acquisition.

The acquisition closing date is expected to be the settlement date for the tender offer.

The acquisition is subject to the completion of the tender offer and the consent solicitation.

The equity tender offer was also extended to Nov. 5. Following completion of the acquisition, Maxcom will be an indirect subsidiary of Transtelco.

At the early deadline, through the tendered notes Transtelco received the required amount of consents for the proposed amendments.

As previously reported, the proposed amendments will, among other things, eliminate substantially all of the restrictive covenants, as well as various events of default and related provisions contained in the indenture.

As an additional recap, Maxcom does not have the means to repay the amounts that will become due and payable under the notes.

Transtelco also has no intention to make any scheduled payments of interest or principal on the notes not purchased in the offer.

In addition, upon successful completion of the acquisition, which Transtelco recognizes will result in a change of control requiring a mandatory redemption under the indenture governing the issuer’s junior payment-in-kind notes, Transtelco acknowledges an equity value implied by the acquisition of $30.4 million and that the aggregate amount payable to holders of the junior PIK notes as a result of such mandatory redemption would be about $7.6 million based on that implied equity value (subject to currency exchange rate fluctuations).

Transtelco has agreed to fund the mandatory redemption obligation with respect to the junior PIK notes simultaneously with the settlement of the offer.

The offer was subject to a minimum condition whereby 90% principal amount of the notes needed to be validly tendered and not validly withdrawn on or prior to the expiration date.

Funding for the offer will come from Transtelco’s credit facilities.

Noteholders could withdraw their tendered notes or revoke their consents before 11:59 p.m. ET on Nov. 5.

BCP Securities, LLC (203 629-2186) is the dealer manager.

D.F. King & Co., Inc. (866 796-7184, 212 269-5550, maxcom@dfking.com) is the information and tender agent for the offer.

Maxcom is an integrated telecommunication services operator based in Mexico City. Based in El Paso, Transtelco is a provider of digital infrastructure solutions, which include a long-haul and metropolitan fiber network in the Southwestern United States, Mexico and Latin America.

© 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.