Impsat accepts tenders for 99% of 6% convertibles

By Jennifer Chiou

New York, May 10 - Impsat Fiber Networks, Inc. said it accepted tenders from holders of a total of $92 million, or about 99%, of its series A 6% senior guaranteed convertible notes due 2011 and series B 6% senior guaranteed convertible notes due 2011.

The offer ended at 5 p.m. ET on May 9.

As of May 4, the previous deadline, holders of $66,714,677, or about 99%, of the series A notes and $25.374 million, or 99%, of the series B notes had tendered their securities.

The expiration had been previously extended from April 24, April 17, April 10, April 3, March 27 and March 13.

Because the offer was extended beyond March 15, it was amended so that noteholders received the normal interest payment on the notes. In addition, the purchase price for each $1,000 principal amount of notes was $1,010.00 plus an amount equal to $0.17 for each day after March 15 up to but excluding the purchase date.

Because of this additional amendment, noteholders received $1,018.50 per $1,000 principal amount of notes tendered. The previous tender considerations were $1,017.99, $1,016.80, $1,015.61, $1,014.42, $1,012.04 and $1,010.00 per $1,000 principal amount of notes.

If the offer had been further extended, noteholders would have received an additional $0.17 per $1,000 principal amount of notes per day up to but excluding the payment date.

The offer was being held in connection with the company's Oct. 25 agreement to be acquired by Global Crossing Ltd. for $9.32 in cash per share of common stock. The $347 million transaction, which included about $95 million of equity, $26 million of assumed debt and the repayment of $226 million of debt, was completed on May 10.

The company solicited consents to eliminate certain restrictive covenants and events of default in the note indenture and is seeking waivers of its obligation to hold an offer to purchase the notes within 30 days of its acquisition by Global Crossing.

Impsat needed consents from holders of a majority of the notes and waivers from holders of at least two-thirds of the outstanding notes.

The tender offer was conditioned upon the consummation of the proposed merger. While satisfaction of the consent solicitation and waiver was not conditioned upon the closing of the tender offer, the proposed amendments and waivers will not become operative until the closing of the merger.

Goldman, Sachs & Co. (800 828-3182 or 212 357-0775) was dealer manager and solicitation agent, Georgeson Inc. (212 440-9800 for banks and brokers or 866 277-5068) was information agent and the Bank of New York is depositary agent.

Impsat is a Buenos Aires-based provider of private telecommunications network and internet services in Latin America.

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