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Published on 9/15/2020 in the Prospect News High Yield Daily and Prospect News Liability Management Daily.

AmWINS Group seeks consents to amend 7¾% senior notes due 2026

By Sarah Lizee

Olympia, Wash., Sept. 15 – AmWINS Group, Inc. launched a consent solicitation for its $550 million 7¾% senior notes due 2026 (Cusips: 031921AA7, U00217AA4), according to a company announcement.

The issuer is seeking to amend the notes to provide for greater capacity for additional restricted payments, among other things.

The consent bid will expire at 5 p.m. ET on Sept. 21.

The consent solicitation is conditioned on an issue of $200 million of additional 7¾% senior notes due 2026, the receipt of $100 million in incremental term loans, and certain amendments to the first-lien credit facilities.

In order to effect the amendments, the company has to obtain consents from holders of at least a majority of the outstanding notes, which will include up to the $200 million of additional notes to the extent that the issuance takes place before the amendments do.

The company said it has received non-binding indications from holders of about $150 million of the notes that they intend to consent to the amendments.

Assuming the add-on notes are issued, the non-binding indications of intent represent expected consents from holders of about 47% of the existing and new notes.

The company is offering a consent fee of $10 per $1,000 of notes to existing noteholders who deliver consents prior to the earlier of the time of execution of the supplemental indenture, the receipt of consents from holders of a majority of the existing notes, and 5 p.m. ET on Sept. 21. Consents may be revoked before then.

No consent fee is being offered to purchasers of the new notes for their consents to the proposed amendments.

The information, tabulation and paying agent is D.F. King & Co., Inc. (212 269-5550, 800 901-0068; amwins@dfking.com), and the solicitation agent is Goldman Sachs & Co. LLC (212 357-1452, 800 828-3182; GS-LM-NYC@gs.com).

AmWINS is a Charlotte, N.C.-based specialty insurance broker.


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