Kuwait's National Industries solicits consents for trust certificates

By Toni Weeks

San Diego, July 20 - National Industries Group Holding Co. SAK began a consent solicitation to holders of its outstanding $475 million of trust certificates due Aug. 16, 2012 issued by NIG Sukuk Ltd.

According to a company notice with the London Stock Exchange, the company is seeking consents to

• Extend the maturity date to Aug. 16, 2016;

• Change the periodic distributions to a 4.5% fixed rate, payable semiannually, rather than the existing floating rate; and

• Adopt a series of percentage payments to satisfy the final dissolution amount, with an initial 30% minimum payment scheduled for Aug. 16 and annual payments to be made on Aug. 16 of the years 2013, 2014, 2015 and 2016 of 25% of the difference between 100% and the initial dissolution amount.

The company said in the notice that the consent solicitation will allow it to proactively manage the redemption of the certificates at 100% of the aggregate face amount of the certificates.

Certificateholders who give valid consents by the early consent deadline of 11 a.m. ET on Aug. 6 will be eligible to receive an early consent fee that varies based on the net proceeds of a planned three-year Kuwaiti dinar-denominated syndicated murabaha facility. The company is aiming to raise more than KWD 100 million, and settlement is expected by Aug. 16.

The early consent fee will be as follows:

• If the net proceeds are sufficient to make an initial dissolution payment of 30% to 50%, inclusive, the early consent fee will be 2.5% of the aggregate face amount of the certificates;

• If the net proceeds are sufficient to make an initial payment of 50% to 70%, inclusive, the early consent fee will be 1.75% of the aggregate face amount of the certificates; and

• If the net proceeds are sufficient to make an initial payment of more than 70% but less than 100%, the early consent fee will be 1% of the aggregate face amount of the certificates.

Certificateholders who are not eligible for the consent offer may receive the same applicable early consent fee as eligible certificateholders if the solicitation is successful and certain conditions are met.

If the facility proceeds, converted into dollars, are greater than the amounts required by the company to pay the early consent fee, any ineligible payments and an initial payment of 30%, the excess funds will be applied toward increasing the initial payment. If the funds raised are as much or more than the company requires for a 100% initial payment, no early consent fee or ineligible payment will be made.

The initial dissolution payment will be announced at a meeting scheduled for Aug. 13. The consent solicitation will expire at 6 a.m. ET on Aug. 9, with settlement of the initial payment slated for Aug. 16.

The solicitation agents for the offer are Citigroup Global Markets Ltd. (44 20 7986 8969 or liabilitymanagement.europe@citi.com) and Watani Investment Co. KSC (closed) (965 2224 6908 or dcmteam@nbkcapital.com). Further information can be obtained from tabulation agent Citibank, NA, London Branch (44 207 508-3867, attention Exchange Desk, or exchange.gats@citi.com).

Safat, Kuwait-based National Industries is the holding company of a number of industrial and financial organizations in the Middle East, Europe and North America.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.