ACTUANT CORP. (ATU) (B3/B) said Friday (March 15) that it had completed the redemption of $70 million of its 13% senior subordinated notes due 2009 under the equity clawback feature in the bonds' indenture. The bonds were redeemed on a pro-rata basis earlier in the day at the previously stated price. The company used approximately $82.5 million of the proceeds of its recent equity offering to redeem the bonds. The redemption of the notes is expected to result in an extraordinary charge in the third quarter of approximately $12 million, or $8 million net of tax. AS PREVIOUSLY ANNOUNCED, Actuant, a Milwaukee-based diversified industrial company, said on Feb. 14 that it had completed a public equity offering on Feb. 13 in which it had sold 3.45 million common shares at $30.50 per share, including 450,000 shares to cover underwriter over-allotments (approximate total gross proceeds were $105.225 million; net of underwriting discounts and expenses, cash proceeds totaled approximately $99 million). The company said that it had exercised the 35% equity clawback provision in the indenture of its outstanding $200 million of 13% notes, and would redeem $70 million of the bonds on March 15, at a price of 113% of the principal amount (i.e. $1,130 per $1,000 principal amount), plus accrued interest, at a total expenditure of approximately $83 million (the redemption will leave $130 million of the notes remaining outstanding). The remaining $16 million of the equity offering proceeds will be used to retire a portion of the company's term debt under its senior credit facility. The company will take a pre-tax extraordinary charge of $12 million related to the bond redemption and the term debt paydown.

NVR, INC. (NVR) (Ba2) said Friday (March 15) that it had successfully completed its previously announced solicitation of consents to proposed indenture amendments from the holders of its 8% senior notes due 2005. NVR said it will accordingly make the previously announced consent payment to those holders who delivered valid consents by the deadline. AS PREVIOUSLY ANNOUNCED, NVR, a McLean, Va.-based homebuilder, said on Feb. 28 that it was soliciting consents from the holders of record (as of Feb. 28) of its 8% notes to proposed indenture amendments. The company said the consent solicitation would expire at 5 p.m. ET on March 14, subject to possible extension. NVR said the solicitation was aimed at providing it with greater flexibility to continue to repurchase shares of its outstanding common stock, as part of its strategy of maximizing shareholder value. The solicitation was conditioned upon the receipt of consents from the holders of at least a majority of the notes. The company said that if the requisite consents were received and the supplemental indenture effecting the amendment executed, NVR would make a cash payment equal to 2% of the principal amount of the notes (i.e., $20 per $1,000 principal amount) to each holder delivering a valid consent before the expiration date. NVR said it would pay the fee promptly after the execution of a supplemental indenture and the expiration of the consent solicitation. Credit Suisse First Boston Corp. (call 800 910-2732, ext. 67179 or 800 820-1653) acted as solicitation agent for the transaction. The information agent for the consent solicitation was Georgeson Shareholder Communications Inc., at (call toll-free at 800 223-2064; bankers and brokers call collect at 212 440-9800).

HOLLINGER INTERNATIONAL PUBLISHING, INC. (Ba2/BB) said Friday (March 15) that it had completed its previously announced tender offer for its outstanding 8 5/8% senior notes due 2005 and the related solicitation of noteholder consents to proposed indenture amendments. The offer expired as scheduled at 9 a.m. ET on March 15, with no extension. As of the expiration deadline, $248.853 million of the notes had been validly tendered under the offer. AS PREVIOUSLY ANNOUNCED, Hollinger International Publishing, a wholly owned subsidiary of newspaper publisher HOLLINGER INTERNATIONAL INC. (HLR), said on Feb. 14 that it had begun a cash tender offer for any and all of its outstanding 8 5/8% notes. The company, said the tender offer would expire at 9 a.m. ET on March 15, subject to possible extension. Hollinger said it would purchase the outstanding notes at a price to be determined three business days prior to the expiration date of the tender offer, based on a fixed spread of 87.5 basis points over the yield to maturity of the reference security, the 7.50% U.S. Treasury Note due Feb. 15, 2005, plus accrued and unpaid interest up to, but not including, the day of payment for the notes. The total consideration would include a $40 per $1,000 principal amount consent payment, to be paid only to holders who validly consent to the proposed indenture amendments eliminating certain restrictive provisions, by tendering their notes by the consent deadline of midnight ET on Feb. 28, subject to possible extension. It said tendered notes could not be withdrawn and consents may not be revoked after such time and date, except in certain limited circumstances. Payment for validly tendered notes was expected to be made promptly following the expiration of the tender offer. On March 1, Hollinger announced that it had received consents from the holders of more than a majority of the outstanding notes, constituting the requisite amount of consents to approve the proposed indenture changes. Hollinger said it planned to execute a supplemental indenture incorporating the changes promptly, although it added that the amendments would not become operative unless and until the company were to accept validly tendered notes for payment. On March 13, Hollinger said that it had determined the consideration to be paid for its outstanding 8 5/8% senior notes due 2005 under its previously announced tender offer and related consent solicitation. Hollinger set the tender offer consideration of $1,061.34 per $1,000 principal amount on March 12 based on the yield at 2 p.m. ET that day of the previously determined reference security. Hollinger said an additional $40 per $1,000 principal amount consent payment would be made to those holders who tendered their notes by the now-expired Feb. 28 consent deadline (thus granting consent to desired indenture changes), bringing the total consideration payable to such holders to $1,101.34 per $1,000 principal amount. The assumed payment date will be March 18. Credit Suisse First Boston Corp. (call 212 538-8474 or 800 820-1653) acted as dealer manager in connection with the tender offer and solicitation of consents. The information agent was MacKenzie Partners, Inc. (call 800 322-2885) and the depositary was U.S. Bank, NA.

DAVITA INC. (DVA) (B2/B-) said Friday (March 15) that it plans to repurchase up to 25 million shares of its common stock and any or all of its outstanding 9¼% senior subordinated notes due 2011. The Torrance, Calif.-based provider of kidney dialysis services said it expects to enter into a new senior credit facility to finance these repurchases. The note repurchase will be made through a tender offer that will begin on March 20, DaVita did not announce an expiration deadline. The tender offer will consist of the offer to purchase, subject to the funding of the new senior credit facility and other conditions to be set forth in the tender offer documents, of the outstanding notes at a price to be determined by reference to a fixed spread over the yield to maturity of certain U.S. Treasury Notes, plus accrued and unpaid interest up to, but not including, the date of payment for the notes. In connection with the note tender offer, DaVita will seek consents from the holders of the notes to amend the indenture governing the notes by eliminating substantially all restrictive provisions. Only holders of the notes who consent to the proposed amendments by validly tendering their notes as of the consent date will receive the consent payment, unless DaVita extends that date. DaVita meanwhile said that the stock repurchase will also be made through a tender offer that will begin on March 20. The equity tender offer will not be contingent upon any minimum number of shares being tendered, but will be contingent upon the funding of the new senior credit facility and the consummation of the tender offer for the notes and receipt of the requisite consents. Davita said it will be sending out materials on the separate tender offers shortly. Stockholders will be able to obtain the offer to purchase and related materials with respect to the stock tender offer free at the SEC'S website at www.sec.gov.

INDUSTRIAS METALURGICAS PESCARMONA SAIC Y F said Thursday (March 14) that it has begun an exchange offer for all US$137.6 million of its outstanding 9½% notes due 2002. The Buenos Aires, Argentina-based company, usually known as IMPSA, said the offer will expire at 5 p.m. ET on April 10, subject to possible extension. Holders may select from two different options the type of new notes they will receive for their existing notes, and they withdraw their tenders of existing notes or change their selection of exchange notes they wish to receive at any time prior to the expiration date. The two options (each for US$1,000 principal amount of existing notes) are as follows: either A) US$1,050.00 principal amount of the company's new 5% guaranteed senior notes due 2011 (the notes carry an interest step-up to 8% in May 2006, and are known as the step-up notes); or B) US$500.00 principal amount of the company's new 10% guaranteed senior notes due 2007, known as the discount notes. Upon the occurrence of certain specified events described in the offering memorandum, noteholders will be entitled to receive an extraordinary cash payment. These events include certain asset sales, annual excess cash flow, early redemption at the option of the company and maturity. In addition, the exchange notes will be guaranteed on a senior unsecured basis by a wholly owned subsidiary of IMPSA. Holders do not have to choose the same option for all the existing notes that they tender; holders will receive whichever exchange note option for which they tender, as there is no limitation on the right of any holder to elect to receive either the step-up notes or the discount notes or a combination of both options. The exchange offer is conditioned upon the receipt of valid tenders of at least 95% of the outstanding principal amount of the existing notes and other customary conditions. Banc of America Securities LLC is the exclusive dealer manager for the exchange offer (call toll-free in the U.S. at 888 292-0070 or outside the U.S. at 1 704 388-4807 or, in Argentina, Bank of America NA Buenos Aires Branch at 54 11 4311-5326). D.F. King & Co., Inc. is the information agent and Bankers Trust Co. is the exchange agent.

MAXCOM TELECOMUNICACIONES, SA DE CV said Thursday (March 14) that it would offer to exchange a package of new debt notes and equity for its outstanding $275 million of 13¾% Series B senior notes due 2007. The Mexico City-based facilities-based competitive local exchange carrier telecommunications provider said the exchange offer will run through 5 p.m. ET on April 11. In exchange for the existing notes, Maxcom is offering $175 million principal amount of new senior notes, which would which will be zero-coupon through March 1, 2006 and will accrue interest thereafter at an annual interest rate of 10%. Interest will be payable in cash on Sept. 1, 2006 and March 1, 2007. It will also offer an aggregate of 28.05 million ordinary participation certificates (CPOs), each representing one share of Series N2 convertible preferred stock with limited voting rights The Series N2 Convertible Preferred Stock, which would represent 15.9% of the total capital stock of Maxcom, will have an initial liquidation preference of US$0.4927 per share, and limited voting rights. As part of the exchange offer, Maxcom is also soliciting the consent of its holders to amend the indenture governing the 13¾% notes to eliminate all of the restrictive covenants and certain events of default. The Company plans to cancel its $25 million proprietary position on the 13¾% notes repurchased during 2001, prior to the expiration of the exchange offer. Maxcom said the purpose of the exchange offer is to reduce its debt service burden, improve its liquidity and attract additional investment, in order to continue the buildout of its infrastructure and the growth of its business. The exchange offer is conditioned, among other things, on the tender of at least 95% of the outstanding 13¾% Series B senior notes, not including the US$25 million already purchased by Maxcom, which had previously announced on Jan. 31 that the holders of approximately 56.8% of the 13 ¾% notes had committed to tender them in the exchange. In addition, certain shareholders of Maxcom and other investors have committed to invest an additional $66.2 million into the company, subject to the completion of the exchange offer and the company's obtaining certain Mexican regulatory approvals.Bank of New York has been appointed as the Exchange Offer Agent. Citigate Dewe Rogerson (call Lucia Domville at 212 419-4166) is the information agent. Further information about the tender can also be obtained from Maxcom itself (call Jose-Antonio Solbes, Director of Investor Relations of Maxcom, at 5255 5147-1125). Holders may also obtain copies of the offering materials by calling toll free 866 811-4114.

RAILAMERICA, INC. (RRA) (B1/B+) said March 11 that its previously announced offer to purchase for cash all of its outstanding 12 7/8% senior Series A and B subordinated notes due 2010, and its solicitation of consents to certain proposed amendments expired as scheduled at 5 p.m. ET on March 11 and will not be extended. In accordance with the terms of the offer, the RailAmerica has determined not to purchase the notes tendered in the offer and will return any tendered notes promptly to its holders. It added, however, that it might from time to time buy some of these notes through open market purchases at the prevailing market price. AS PREVIOUSLY ANNOUNCED, RailAmerica, a Boca, Raton, Fla.-based operator of short line and regional freight railroads, said Jan. 4 that its wholly owned subsidiary, RAILAMERICA TRANSPORTATION CORP., had begun the offer to purchase all $130 million of the outstanding 12 7/8% notes for cash, as well as the related consent solicitation. It initially set the consent deadline for Jan. 18 and set the tender offer expiration for Feb. 4, both subject to possible extension. On Jan. 18, the company announced the extension of the consent solicitation portion of the offer to Feb. 4, to coincide with the expiration of the offer (the deadline was subsequently extended again). The company initially set the total consideration to be paid for notes tendered and consents delivered by the consent deadline at $1,100 per $1,000 principal amount, plus accrued and unpaid interest, and said the total consideration would consist of the tender offer consideration of $1,085 per $1,000 principal amount for notes delivered after the consent deadline but before the tender expiration (until the consent deadline as extended to coincide with the tender offer deadline), as well as a $15 per $1,000 consent payment. All holders are to also receive unpaid and accrued interest. RailAmerica said the offer is subject to several conditions, including the valid tender of a majority of the outstanding notes at the time outstanding and the valid delivery of the accompanying consents, the execution and delivery of a supplemental indenture incorporating the proposed indenture changes and the receipt by the company of net proceeds from a debt financing. UBS Warburg LLC (call collect at 203 719-8035) was the dealer manager and solicitation agent for the offer and the solicitation;

D.F. King & Co., Inc. (call collect at 212 269-5500 or toll-free at 800 628-8536) was the information agent.

PIONEER NATURAL RESOURCES (PXD) (Ba1) said March 7 that it had redeemed $38.7 million of its 9 5/8% senior notes due 2010 during the 2001 fourth quarter. The Irving, Tex.-based energy exploration and production company had originally issued $425 million of the notes in April, 2000. It said the redemption of the notes followed redemptions in July, 2001 of its $22.5 million remaining outstanding 11 5/8% senior subordinated discount notes due 2006, as well as $6.8 million of its 10 5/8% senior subordinated notes also due 2006. Pioneer further said that thanks to the 2001 note redemptions and a decrease in its weighted average borrowing rate, interest expense in 2001 declined to $123 million from $162 million in 2000.

KANEB PIPELINE PARTNERS L.P. (KPP) (Baa3/BBB+) said March 1 that its newly acquired subsidiary, STATIA TERMINALS INTERNATIONAL NV (B1/B) has begun the procedures to redeem all of its 11¾% notes due 2003. The Dallas-based energy pipeline company said that under the terms of the notes' indenture, the mandatory redemption will be made at 102.938% of the principal amount (i.e., $1,029.38 per $1,000 principal amount), plus accrued interest. The company said its noteholders would receive further information on the coming redemption from the indenture trustee in the near future.

© 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.