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Published on 11/15/2018 in the Prospect News Distressed Debt Daily, Prospect News Emerging Markets Daily and Prospect News Liability Management Daily.

Russia’s O1 again extends consent bid for 8¼% notes due 2021

By Susanna Moon

Chicago, Nov. 15 – O1 Properties Finance plc again extended the consent solicitation for its $350 million of 8¼% notes due 2021 guaranteed by O1 Properties Ltd.

The consent solicitation will now remain open until 11 a.m. ET on Dec. 13, pushed back from 11 a.m. ET on Nov. 15 and before that 11 a.m. ET on Oct. 18. The consent solicitation was originally set to end at 11 a.m. ET on Sept. 10.

The extension is “due to the substantive, but yet ongoing discussions between the issuer, the parent guarantor and the ad hoc group of the noteholders,” according to a notice on Thursday.

As announced Aug. 21, the company is soliciting consents to avoid making a change-of-control offer under the 8¼% notes.

The related noteholders meeting for the consent solicitation has been rescheduled for 11 a.m. ET on Dec. 17. The meeting has been postponed from 11 a.m. ET on Nov. 19 and before that Oct. 22 and Sept. 12.

The consent fee will be $30 per $1,000 principal amount.

Originally, the company offered an early consent fee of $30 per $1,000 principal amount of notes if votes were cast in favor of the proposal by 11 a.m. ET on Aug. 30. The late consent fee was to be $15 per $1,000 principal amount.

As previously announced, Riverstretch Trading & Investments Ltd., a company based in Cyprus, acquired 70.038% of class A and 58.391% of class B voting stock of the parent guarantor on July 4, which constitutes a change of control under the note terms.

If a change of control occurs, the issuer is required to offer to repurchase the notes at 101, but it may lack the funds to do so and is asking holders for approval to waive or modify that obligation.

“The new shareholder is currently conducting operational and financial due diligence on the parent guarantor and its subsidiaries, including the issuer, and the relevant exercise is ongoing,” the company said in an earlier announcement.

The issuer is expected to continue paying interest on the notes, the previous release added.

The solicitation agents are JSC Sberbank CIB (+7 495 787 2363 or liability_management@sberbank-cib.ru) and Sberbank CIB (UK) Ltd. (+44 20 7936 0412 or daria_valkova@sberbank-cib.ru). The information and tabulation agent is Lucid Issuer Services Ltd. (+44 20 7704 0880 or O1properties@lucid-is.com).

Investment company O1 Properties is based in Moscow.


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