Amsted Industries gets needed consents to amend 5% notes due 2022

By Marisa Wong

Morgantown, W.Va., June 5 – Amsted Industries Inc. said holders had tendered $295,792,000, or 98.6%, of its outstanding 5% senior notes due 2022 as of 5 p.m. ET on June 4, the consent time of its previously announced cash tender offer for any and all of the outstanding notes.

Based on those tenders, the proposed amendments to the notes have been approved, according to a press release.

As announced on May 21, the company is soliciting consents to amend the indenture governing the notes to eliminate some of the restrictive covenants and events of default and reduce the minimum notice period to call the notes to three business days from 30 days.

Holders tendering their notes in the tender will be deemed to have delivered their consent to the proposed amendments.

Holders who tendered their notes prior to the consent time will be entitled to receive the total consideration of $1,014.20 per $1,000 principal amount. The total consideration includes a consent payment of $30.00 per $1,000 of notes.

The company said it will settle the early tendered notes on June 5.

Holders who tender their notes after the consent time will be entitled to receive $984.20 per $1,000 principal amount, or the total consideration less the consent payment.

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

The tender offer will expire at 11:59 p.m. ET on June 18.

Tenders may no longer be withdrawn.

The tender offer is conditioned on the company having available funds, including gross proceeds of at least $350 million from a debt financing transaction, in an amount sufficient to pay the total consideration for all outstanding notes in the tender offer and on the receipt of consents to the proposed amendments from holders of a majority in principal amount of the outstanding notes and execution of a supplemental indenture effecting the changes.

Amsted intends to redeem any notes that remain outstanding after the tender offer.

Wells Fargo Securities, LLC (866 309-6316 or 704 410-4759) is dealer manager and solicitation agent. D.F. King & Co., Inc. (amsted@dfking.com, 888 280-6942 or 212 269-5550) is the depositary and information agent.

Amsted is a Chicago-based diversified manufacturer of industrial components primarily for the railroad, vehicular, and construction and industrial markets.

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