Metinvest gets tenders for $1.07 billion of secured notes due 2021

By Susanna Moon

Chicago, April 20 – Metinvest BV said investors had tendered $1,070,100,139.12 amortized principal amount of its $1,197,232,103 fixed-rate senior secured notes due 2021.

The tender offer ended at 11 a.m. ET on April 19, with settlement to follow on April 23.

The offer conditions have been met and the issuer has decided to accept for purchase all of the tendered notes, according to the results announced Friday.

The amendment contracts will be executed on April 23, the release added.

As announced April 4 investors had tendered $1,067,638,534 of the notes as of the early tender deadline and given consents for $1,148,545,629, or about 97%, of the notes, which was enough to amend the issue.

The tender was contingent on the issuer securing the needed approval to amend the notes; completion of the PXF facility transaction; and the issue of new notes.

Because the amendments were approved, the terms will be changed as follows:

• Authorization of the issue of the new notes;

• Removal of the security arrangements and the release of the common security, which will result in payments under the notes no longer being secured by the common security;

• Release of the released guarantors from the released guarantees;

• Amendment of the covenants to align them with the terms of the new notes;

• Amendment of the interest provisions to provide for a fixed interest rate and the removal of the provisions for pay-in-kind notes and redemption by installments; and

• Amendment of the events of default.

As the measure was approved, the noteholders consented to the formula for determining the rate of interest and not the rate of interest itself, the company previously said.

And on April the company said it amended the coupon to 7½% beginning June 18 with a “short first interest period” from the tender and consent settlement date to but excluding the interest payment date in June and a “long final interest period” from the interest payment date in June 2021 to but excluding the maturity date.

The fixed rate resulted in the yield to maturity for the notes being 50 basis points less than the yield to maturity of the new notes with the stated maturity date five years after the issue date of the new notes.

Deutsche Bank AG, London Branch (+44 20 7545 8011), ING Bank NV, London Branch (+31 20 563 8017 or liability.management@ing.com), Natixis (+33 158558098 / +33 158550814 or GSliabilitymanagement@natixis.com) and UniCredit Bank AG (+49 89 378 13722 or corporate.lm@unicredit.de) are the joint dealer managers.

Lucid Issuer Services Ltd. (+44 20 7704 0880 or metinvest@lucid-is.com) is the tender and information agent.

Metinvest is an integrated mining and steel business based in Donetsk, Ukraine. The company filed for bankruptcy on Jan. 13, 2016 in the U.S. Bankruptcy Court for the District of Delaware under Chapter 15 case number 16-10105.

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