ICN PHARMACEUTICALS, INC. (ICN) (Ba3/BB) said Wednesday (April 3) it has further extended its tender offer for its outstanding 8¾% series B senior notes due 2008. The expiration date is now 12.00 p.m. ET on April 16. ICN said it may extend the tender if necessary until it completes its initial public offering of a minority interest in its Ribapharm Inc. subsidiary. ICN also said that as of April 2 it had successfully received tenders and consents from holders of $194.611 million principal amount of the 8¾% notes, all of the outstanding principal. Because of the extension, the price determination date for the tender is now 12.00 p.m. ET on April 11. AS PREVIOUSLY ANNOUNCED: ICN Pharmaceuticals said March 19 that it had that it has extended the expiration time for its previously announced tender offer for all of its outstanding 8¾% series B senior notes due 2008, an related consent solicitation, until 12 noon ET on April 8, subject to possible further extension, from the previous March 21 deadline. As a result of the extension, the date on which the tender offer price is to be determined has been pushed back to 12 noon ET on April 3 (the third business day immediately preceding the revised expiration time), subject to possible further extension. Noting that the company's obligation to accept for payment, and to pay for, any notes tendered remain subject to certain conditions, including the completion of the previously announced initial public offering of a minority interest in the ICN's wholly owned subsidiary, Ribapharm Inc., the company intends, if necessary, to further extend the tender offer so that its expiration occurs at the same time as the completion of the Ribapharm offering. AS PREVIOUSLY ANNOUNCED, ICN, a Costa Mesa, Calif.-based pharmaceuticals maker, said Nov. 16 that it had informed a major shareholder (Swiss-based financier Tito Tettamanti) in a letter that its restructuring plans are on track, including its strategies for cutting debt. In the letter, ICN Chairman Milan Panic said that the company had raised $525 million through the recent sale of convertible notes, allowing it to repurchase $303 million in debt, "largely alleviating a major economic obstacle to our company restructuring." The company did not give a breakdown which issues of its debt were repurchased. On Dec. 21, the company said it had completed an exchange offer for its outstanding $194.6 million of 8¾% senior notes due 2008, which had been issued in a private placement. That exchange offer had not been previously publicly announced. ICN said that 100% of the notes had been exchanged for publicly tradable series B senior notes carrying the same 8¾% coupon and maturity. It said that it expected to begin a tender offer process for the exchanged notes in 2002, as part of the previously announced reorganization effort, which it said remained in place and on track. On Feb. 21, ICN said that it had begun a cash tender offer and consent solicitation for all of the company's $194.611 million of outstanding 8¾% Series B senior notes due 2008, as part of the previously announced restructuring plan, including a pending initial public offering of a minority interest in Ribapharm. It said the tender offer would be conditioned upon the completion of the Ribapharm offering and initially said it would expire at noon ET on March 21, which was subsequently extended, while the consent solicitation portion would expire at noon ET on March 7, subject to possible extension. ICN said the total consideration to be paid for each validly tendered note and properly delivered consent would be based upon a 50-basis point fixed spread over the yield to maturity on the reference security, the 4.75% US Treasury notes due Nov. 15, 2008. The purchase price would be set no later than two full business days prior to the expiration of the offer (the pricing date was originally expected to be March 19, but was subsequently extended along with the tender offer expiration deadline). ICN said the total consideration would include a $20 per $1,000 principal amount consent payment for those holders consenting to proposed indenture changes (which would eliminate substantially all of the restrictive covenants contained in the notes' indenture as well as certain events of default) by tendering their notes by the consent deadline. Holders tendering their notes would be required to consent to the proposed amendments. It said the consent of holders of a majority of the outstanding notes would be required for the proposed amendments to become effective, but the proposed amendments would not become operative until the notes are purchased pursuant to the offer. Holders tendering their notes after the consent date will not be entitled to receive the consent fee. On March 7, ICN said that it had received the requisite amount of tenders and consents to the proposed indenture changes from the holders of its 8¾% notes. As of the now-passed consent deadline of March 7, it had received tenders and consents from the holders of $194.389 million of the notes, or approximately 99% of the outstanding amount. It said that sufficient consents had been delivered to allow a supplement to the indenture incorporating the proposed changes to be executed. UBS Warburg LLC (contact Ralph Cimmino or David Knutson at 888 722-9555 or 203 719-8035 or 203 719-1575) is acting as the dealer manager for the tender offer and the solicitation agent for the consent solicitation. Morrow & Co., Inc. in New York (call 212 754-8000 or 800 654-2468) is the information agent for the offer.

GIANT INDUSTRIES, INC. (GI) said it successfully completed its consent solicitation for its $150 million of 9% senior subordinated notes due 2007, receiving approval from a majority of the principal amount of outstanding notes. The Scottsdale, Ariz. refiner and marketer of petroleum products will make a consent payment of $5 per $1,000 principal amount of the notes for which consent was given. Consent was required to amend the note indenture so Giant Industries could refinance its outstanding $100 million of 9¾% senior subordinated notes due Nov. 15, 2003 with new senior subordinated debt before their maturity. Banc of America Securities LLC was the solicitation agent.

CEMEX SA de CV (CX) (Ba1) said Wednesday (April 3) it received consents from holders representing a majority of the principal amount of its 12¾% notes due July 15, 2006 and from holders representing a majority of the liquidation amount of its 9.66% putable capital securities authorizing proposed amendments to the securities' indentures. The consent solicitation expired at 12:00 p.m. ET on April 3. Holders who consented before the expiration will receive the tender offer consideration of $1,255.00 per $1,000 principal amount of notes made up of the $1,247.50 tender price plus a consent fee of $7.50 or $1,112.50 per $1,000 liquidation amount of capital securities made up of the $1,105.00 tender price plus a consent fee of $7.50. Holders who did not consent will receive just the tender price if they tender before the tender expiration date, currently 12.00 p.m. ET on April 17. AS PREVIOUSLY ANNOUNCED: CEMEX SA de CV said March 18 that it had begun cash tender offers for its US$300 million of outstanding 12¾% notes due 2006 and the US$250 million outstanding liquidation amount of 9.66% putable capital securities issued by its CEMEX INTERNATIONAL CAPITAL LLC unit, as well as related solicitations of consent to amend the indentures of the notes and securities. Cemex, a Monterrey, Mexico-based cement maker (third largest in the world) said the tender offers would expire at 12 noon ET on April 17, subject to possible extension. Cemex is offering the holders of the 12¾% notes US$1,255.00 per US$1,000 principal amount of the notes, an amount consisting of US$1,247.50 for the tender and a consent fee (for holders tendering their notes before the consent deadline) of US$7.50, and is offering holders of the 9.66% securities US$1,112.50 per US$1,000 liquidation amount of the capital securities, an amount made up of US$1,105.00 for the tender and a US$7.50 consent fee. The consent solicitations will expire 12 noon ET on April 3, subject to possible extension. Holders may not consent without also tendering their notes or capital securities. Holders who tender their notes after the consent deadline will receive the tender price but not the consent fee. Cemex said the tender for each security is dependent on the company getting agreement to the proposed indenture changes from the holders of a majority of the principal amount of the respective outstanding security, although neither offer is dependent on the completion of the other. The offers are also conditioned upon the receipt by CEMEX of net proceeds from one or more financing activities (including the sale of one or more series of debt securities) in an amount equal to at least the aggregate principal amount of the notes and the aggregate liquidation amount of the capital securities. J.P. Morgan Securities Inc. and Salomon Smith Barney Inc. are dealer managers for the tender; D.F. King & Co. (call 800 431-9642) is the information agent.

CEMEX SA de CV (CX) (Ba1) said Thursday (April 4) it has begun soliciting consents from holders of its 9.625% notes due 2009 to eliminate or amend several of the restrictive covenants contained in the note indenture. Holders who validly delivere and do not revoke a consent before the expiration date will receive a consent payment of $5.00 for each $1,000 principal amount of notes. The expiration is currently 12.00 p.m. ET on April 17. The solicitation agents are J.P. Morgan Securities Inc. (866 846-2874) and Salomon Smith Barney Inc. (800 558-3745). The information agent is D.F. King & Co., Inc. (800 431-9642).

© 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.