International Coal holders tender $169 million 10¼% notes as of consent date

By Susanna Moon

Chicago, March 22 - International Coal Group, Inc. said it accepted all $169 million principal amount of its 10¼% senior notes due 2014 tendered as of 5 p.m. ET on March 19, the consent date.

The Scott Depot, W.Va.-based producer of coal was soliciting consents to amend the notes and said it received the needed amount to eliminate substantially all of the restrictive covenants and events of default.

As a result, the company said it entered into a supplemental indenture implementing the amendments.

Holders who tendered their notes by the consent date will receive $1,072.50 per $1,000 principal amount of the notes, including a $30.00 consent payment.

Holders will also receive accrued interest.

The company said it funded the purchase using $184.6 million of its $200 million offering of eight-year senior secured second-priority notes.

The tender offer will expire at midnight ET on April 2. It began on March 8.

The offer is conditioned on the receipt of consents from holders of a majority of the notes, excluding the $11 million held by certain company affiliates, as well as sufficient financing to fund the tender.

9% convertibles tender offer

On March 8, the company announced the start of two tender offers, one for any and all of its $175 million of 10¼% notes and the other for any and all of its $139.5 million of 9% convertible senior notes due 2012.

The 9% convertibles offer will end at midnight ET on April 5.

For each $1,000 principal amount of notes, the company will calculate the purchase price using the sum of 98.288 times the weighted average price of International Coal stock, plus $745.10, subject to a minimum purchase price of $1,064.54 and a maximum purchase price of $1,359.40.

The weighted average price will be averaged from March 8 to the pricing date.

The pricing date of the tender offer will be April 1, moved up from April 5.

This offer is conditioned on the company raising a minimum of $100 million in aggregate gross proceeds through a concurrent offering of common stock and $75 million via a concurrent offering of convertible notes at or prior to the end of the offer.

Holders will also receive accrued interest.

For both offers, UBS Investment Bank (888 719-4210 or call collect 203 719-4210) and Morgan Stanley (800 624-1808 or call collect 212 761-5384) are the dealer managers. D. F. King & Co., Inc. is the information agent (212 269-5550 for banks and brokers or 800 431-9633).

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