Argentina’s Capex gives results of exchange offer for 2024 notes

By Mary-Katherine Stinson

Lexington, Ky., Aug. 21 – Capex SA announced the results of its July 24 exchange offer for its $238,846,000 outstanding 6 7/8% notes due 2024 (Cusips: 139612AE5, P20058AC0), according to a press release.

As previously reported, the company was offering new 9¼% notes due 2028 and potentially cash, if selected. Accrued interest will also be paid to the settlement date.

Noteholders were to select one of two options, option A or option B.

As of the expiration date of 11:59 p.m. ET on Aug. 18, a total of $197,398,000, or 82.65%, of the outstanding 2024 notes was tendered in the offer.

This includes $15,858,000, or about 6.64%, of old notes tendered under option A and $181.54 million, or about 76.01%, of old notes tendered under option B.

At the start of the offer, Capex said there would be a cash consideration to be determined later, with the remaining amount issued as new notes.

On the settlement date, Capex expects to issue $188,801,600 of new notes and to pay $15,858,000 in cash consideration, excluding accrued interest, as total consideration for the tendered old notes.

The company will also pay $3,769,753.57 of accrued interest.

Early results

Previously, Capex had extended the early participation date to 11:59 p.m. ET on Aug. 18, the expiration of the offer.

As of 5 p.m. ET on Aug. 4, the original early participation date, holders had tendered a total of $189,505,000, or 79.34%, of the outstanding 2024 notes.

As of the original early participation date, holders had tendered $11,195,000, or 4.69%, of the old notes under option A and $178.31 million, or 74.65%, of the old notes under option B.

Option A

Under option A, early tendering noteholders will receive $1,000 of consideration for each $1,000 note tendered.

Based on the results as of the original early participation date, holders that tendered their notes under option A by the original early participation date will receive 100% of the early exchange consideration in cash.

The cash consideration is based on a pro rata distribution. It is the least of three amounts: the aggregate principal amount of old notes tendered under option A before the early participation date, 21% of the aggregate principal amount of old notes validly tendered and accepted for exchange in the exchange offer or $50 million.

Originally, noteholders tendering after the early deadline were to receive only new notes on a one-to-one basis, with no cash consideration.

Option B

The second option is more straightforward.

Early tendering noteholders will receive $1,040 of new notes for each $1,000 of notes tendered. This consideration was offered through the expiration of the offer.

Originally, holders tendering after the early deadline were to receive new notes on a one-to-one basis.

Details

The withdrawal deadline was 5 p.m. ET on Aug. 4.

Settlement is expected to be on Aug. 25.

There is a minimum participation condition whereby noteholders must tender at least 70%, or $167,192,200 of the notes. This condition has been satisfied.

Further, at least $85 million of the tendered notes must be under option B. This condition has also been satisfied.

There is also a financing condition. The financing condition is linked to certain pre-export facility agreements. The company needs to receive enough in cash proceeds from the facilities by the settlement date.

Exchanging noteholders were required to complete an eligibility letter (https://projects.morrowsodali.com/capex).

Citigroup Global Markets Inc. (212 723-6106, 800 558-3745) and Santander US Capital Markets LLC (212 940-1442, 855 404-3636) are the dealer managers.

Industrial and Commercial Bank of China (Argentina) SAU, Banco de Galicia y Buenos Aires SAU, Banco Santander Argentina SA and Banco CMF SA are acting as local placement agents.

Morrow Sodali International LLC (203 609-4910, +44 20 4513 6933, capex@investor.morrowsodali.com) is the information and exchange agent.

Capex is a Buenos Aires-based energy company.

© 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.