Argentina’s IRSA gives early tender tally, extends 8˝% notes’ payout

By Susanna Moon

Chicago, March 17 – Inversiones y Representaciones SA (IRSA) announced the early tender results in the offers and consent solicitations for three series of notes.

IRSA also extended the time to receive the early premium for its 8˝% notes until 11:59 p.m. ET on March 31, according to a company notice.

As a result, holders who tender their 2017 notes in the offer will receive $1,005.00 for each $1,000 principal amount, which includes an early payment of $30.00 per $1,000 of notes, regardless of when the notes are tendered.

Originally, only those who tendered their 2017 notes by 5 p.m. ET on March 16 would have received the early premium.

As announced March 4, IRSA is tendering for

• Up to $76.5 million principal amount of its $150 million outstanding 11˝% notes due 2020, series No. 2, subject to a possible increase in the tender cap by an amount of up to $73.5 million;

• Any and all of IRSA's $150 million outstanding 8˝% notes due 2017, series No. 1; and

• Any and all of IRSA CP's $120 million outstanding 7 7/8% notes due 2017, series No. 1.

The tender offers will continue until 11:59 p.m. ET on March 31.

Tendered notes may no longer be withdrawn, as of 5 p.m. ET on March 16.

As of the early deadline, investors had tendered

• $77,009,000, or 51.34%, of the 11˝% notes and given consents for 56.79% of the notes;

• $65.58 million, or 43.72%, of the 8˝% notes and consents for 43.72% of the notes; and

• $59,152,000, or 49.29%, of the 7 7/8% notes and consents for 49.29% of the notes.

As previously announced, the total purchase price for each $1,000 principal amount will be $1,110.00 for the 11˝% notes, $1,005.00 for the 8˝% notes and $1,004.50 for the 7 7/8% notes.

The total amount for the 11˝% notes and 7 7/8% notes will include an early tender payment of $30.00 per $1,000 of notes tendered by 5 p.m. ET on March 16, the early tender date.

Those who tender their 11˝% notes and 7 7/8% notes after the early deadline will receive the total payment less the early premium.

The company also will pay accrued interest to but excluding the settlement date.

Consents sought, other details

IRSA also is soliciting from holders of the 11˝% notes consents to amend the notes to modify or eliminate some restrictive covenants and other provisions and from holders of the 8˝% notes and 7 7/8% notes to amend the notes to eliminate substantially all of the restrictive covenants and to modify or eliminate some events of default and other provisions.

For the 11˝% notes, the consent payment is $10.00 for each $1,000 of notes. No consent payment will be made to holders of the 8˝% notes or 7 7/8% notes.

Holders of the 11˝% notes may either tender in the tender offer and thereby consent to the proposed amendments or not tender in the offer but give their consents.

Holders of 8˝% notes and 7 7/8% notes may not tender their notes in the offer without delivering consents to the proposed amendments in the solicitation.

Tendered notes may no longer be withdrawn, as of the early deadline.

If the offer for the 11˝% notes is oversubscribed, IRSA said it will accept for purchase on a pro rata basis.

The tender offers are subject to a financing and repayment condition, as well as securing the needed consents.

The proposed amendments require votes from holders of a majority of each series of notes represented at the bondholders meeting, a previous release noted.

The meeting has been set for March 23 and, if a second meeting is needed, it will be held on April 7.

Noteholders will vote on a resolution to amend the indenture governing the notes.

IRSA is soliciting consents from holders of the 7 7/8% notes for amendments that would eliminate substantially all of the restrictive covenants and modify or eliminate some events of default and other provisions in the indenture.

The company is also soliciting consents to amend its 11˝% notes due 2020, series No. 2, and 8˝% notes due 2017, series No. 1.

Citigroup Global Markets Inc. (212 723-6106 or 800 558-3745) and J.P. Morgan Securities LLC (212 834-7279 or 866 846-2874) are the dealer managers and solicitation agents. Bondholder Communications Group, LLC (212 809-2663, 888 385-2663 or ISalvador@bondcom.com) is the tender agent and information agent.

IRSA said on March 2 that it had received approval from its board of directors to issue up to $470 million of global notes.

IRSA is a real estate company based in Buenos Aires.

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