Rent-A-Center purchases 11% '08 notes under early tender provision

Rent-A-Center, Inc. (B1/B+) said on Tuesday (May 6) that $182.545 million in aggregate principal amount of its outstanding 11% series D senior subordinated notes due 2008 were tendered by their holders under the early tender provisions of its previously announced tender offer for all of the outstanding notes, and were subsequently purchased by the company. The settlement date for the early tender (which expired as scheduled at 5 p.m. ET on April 30) was May 6.

The company also announced the closing of its previously announced offering of $300 million in aggregate principal amount of new 7½% senior subordinated notes due 2010, a portion of the proceeds of which is being used to fund the tender offer for the 11% notes.

The tender offer meanwhile will continue until its scheduled May 20 expiration, subject to possible extension.

The dealer manager for the tender is Lehman Brothers Inc. (contact Darrell Chiang at 800 438-3242 or 212 528-7581) and the information agent is D.F. King & Co., Inc. (call 800 848-3416 or 212 269-5550).

AS PREVIOUSLY ANNOUNCED: Rent-A-Center, a Plano, Texas-based rental purchase store operator, said on April 23 that its Rent-A-Center East subsidiary was tendering for all $272.25 million principal amount of its 11% notes.

It set an early tender deadline of April 30 and said the tender offer would expire at midnight ET on May 20, with both deadlines subject to possible extension.

The company said that holders tendering by the early tender deadline would receive 107.5% of the principal amount of notes tendered (i.e., $1,075 per $1,000 principal amount). Holders tendering after that early deadline but before the expiration of the offer would receive 105.5% of the principal amount (i.e., $1,055 per $1,000 principal amount). Additionally, all tendering holders would receive accrued interest up to but not including the payment date.

Rent-A-Center said that it intends to call any notes not tendered under the offer for redemption, which would take place on Aug. 15 at a price of 105.5% of the principal amount ($1,055 per $1,000 principal amount).

The company said it would finance the tender with proceeds from a planned $250 million note issue and cash on hand. On May 1, Rent-A-Center sold an upsized $300 million Rule 144A offering of new 7½% senior subordinated notes due 2010.

U.S. Steel seeks 10¾% '08 noteholder consents

United States Steel Corp. (B1) said Tuesday (May 6) that it plans to seek the consent of the holders of record (as of May 6) of its 10 ¾% senior notes due 2008 to proposed indenture changes.

The Pittsburgh-based steelmaker said that the consent solicitation was being undertaken in order to amend certain provisions of the notes' indenture to make them conform to the indenture of a new $350 million issue of notes the company is planning in connection with the financing of its acquisition of substantially all of the assets of the bankrupt National Steel Corp.

U.S. Steel said the consent solicitation will expire on May 13, subject to possible extension. It will pay a cash consent fee of $1.25 per $1,000 principal amount of notes for which a consent is validly delivered and not revoked. Payments for the consents will be conditioned upon, among other things, the company receiving consents from holders of a majority in principal amount of the outstanding notes.

JP Morgan Securities Inc. (call 212 270-7967) and Goldman, Sachs & Co. (call 212 902-6351) are joint solicitation agents for the consent solicitation; Georgeson Shareholder, (call 212 440-9800 or 800 790-4667) is the information agent.

Primedia plans note offering, will redeem 8½% '06 notes

Primedia Inc. (B3) said on Tuesday (May 6) that it will sell $300 million of new 10-year senior notes in a private offering, a portion of the proceeds of which will be used to redeem its 8½% senior notes due 2006, with the remainder to be used for general corporate purposes.

Primedia, a New York-based magazine publisher, operator of the About.com Internet site and producer and distributor of specialty video products, has approximately $291 million of the 8½% notes currently outstanding.

Amphenol completes refinancing, calls subordinated notes

Amphenol Corp. (Ba2/BB+) said Tuesday (May 6) that it has completed a previously announced refinancing of its senior credit facilities, and has called for redemption all of its outstanding senior subordinated notes.

Amphenol publicly released no specific information as to the timing of the planned redemption, or the prices to be paid for the securities being redeemed.

The Wallingford, Conn.-based manufacturer of electronic and fiber optic connectors, cable and interconnect systems said that the new credit facility would total $750 million. Net proceeds will be used to redeem a total of $144 million of outstanding senior subordinated notes, and to repay a total of approximately $440 million of outstanding amounts under Amphenol's previous senior credit agreement. The company indicated that it will incur one-time expenses relating to the refinancing of approximately $10.5 million, or 16 cents per share, representing the call premium on the notes, write-off of unamortized deferred debt issuance costs and other related costs.

The new credit facility consists of a $125 million five-year revolving credit facility, which is currently undrawn; a $125 million Tranche A loan, which will amortize over the five-year period through May 2008; and a $500 million Tranche B loan with $5 million per year amortization through 2009 and final maturity in 2010.

Colt Telecom buys back dollar and euro notes

Colt Telecom Group plc (B1/B+) said on Tuesday (May 6) that it had bought back a further £38 million of its bonds (on top of previously announced bond buybacks) for a cash outlay of £26 million.

Colt said the purchased were made though its Colt Telecom Finance Limited subsidiary, and said that it has no intention to sell the notes it has purchased and that arrangements may be made in due course to cancel such notes. Colt also indicated it may purchase additional bonds in the future.

Colt said that in the latest bond buyback, it had purchased $25 million accreted principal amount of its $314 million of outstanding 12% senior discount notes due December, 2006, bringing the total accreted principal amount purchased to date to $108.9 million.

It bought €1.9 million accreted principal amount of its outstanding € 306.8 million 2% senior convertible notes due August 2005, bringing the total accreted principal amount purchased to date to €18.6 million.

It bought €7.7 million accreted principal amount of its outstanding € 295 million 2% senior convertible notes due March, 2006, bringing the total accreted principal amount purchased to date to €101.4 million.

It bought €4.8 million accreted principal amount of its outstanding € 368 million 2% senior convertible notes due December, 2006, bringing the total accreted principal amount purchased to date to €96 million.

And it bought €17.4 million accreted principal amount of its outstanding €402.5 million 2% senior convertible notes due April, 2007, bringing the total accreted principal amount purchased to date to €119.4 million.

Additionally, although it purchased none of the following series of bonds in the latest note buyback, Colt has, to date, now purchased: £11.8 million face amount of its £50 million 10.125% senior notes due November, 2007; €12.8 million face amount of its €76.7 million 8 7/8% senior notes due November, 2007; €56.4 million face amount of its €306.8 million 7 5/8% senior notes due July, 2008; and €57.8 million face amount of its €320 million 7 5/8% senior notes due December, 2009.

AS PREVIOUSLY ANNOUNCED, Colt Telecom, a London-based provider of business and telecommunications services in Europe, has recently bought back dollar-, euro- and/or sterling- denominated bonds on a number of occasions through its Colt Telecom Finance Ltd. subsidiary. Colt said on Feb. 28 that it had purchased dollar-, euro- and sterling-denominated bonds with a total face value or accreted amount of £34 million, for a cash outlay of £13 million. On March 4, Colt said it had made further purchases of £5.9 million (total face value or accreted amount) of outstanding dollar- and euro-denominated bonds, for a cash outlay of £2.2 million. Colt said on March 8 that it had purchased more dollar-, sterling- and euro-denominated bonds with a total face value or accreted amount of £14 million, for a cash outlay of £8 million. On March 18, Colt said that it had bought back a further £9 million of its dollar-and euro-denominated bonds for £5 million of cash. On May 16, Colt said it had purchased a further £10 million of its dollar- and euro-denominated bonds for a cash outlay of £4 million, and on May 20, it bought back a further £14 million of its dollar- and euro-denominated bonds at a cost of £6 million. On May 24, Colt said that it had bought back a further £11 million of its dollar- and euro-denominated bonds at a cost of £6 million. On June 10, Colt said that it had bought back a further £18 million of its dollar- and euro-denominated bonds at a cost of £9 million. On June 19, Colt said that it had bought back a further £2 million of its dollar- and euro-denominated bonds at a cost of £1 million. On June 26, Colt said that it had bought back a further £11 million of its dollar- and euro-denominated bonds at a cost of £5 million. On July 1, Colt said that it had bought back a further £10 million of its euro-denominated bonds at a cost of £4 million. On Aug 1, Colt said that it had bought back a further £13 million of its sterling- and euro-denominated bonds at a cost of £6 million. On Sept. 9, Colt said that it had bought back a further £20 million of its dollar-, sterling- and euro-denominated bonds at a cost of £11 million. On Sept. 16, Colt said that it had bought back a further £9 million of its dollar-, sterling- and euro-denominated bonds at a cost of £5 million. Colt said that it had bought back a further £20 million of its dollar-, sterling- and euro-denominated bonds at a cost of £11 million. The company said on each occasion that it has no intention to sell the notes it has purchased, adding that arrangements may be made "in due course" to cancel such notes. Colt also said each time that it may buy additional bonds in the future.

On March 17, Colt announced the cancellation of certain bonds which it had previously bought back. Colt said that it cancelled $45.2 million accreted principal amount of its originally issued $314 million of 12% senior discount notes due December, 2006; DM 17.2 million face amount of its DM150 million of 8 7/8% senior notes due November, 2007; DM 43.6 million face amount of its DM600 million of 7 5/8% senior notes due July, 2008; £8.8 million face amount of its £50 million of 10 1/8% senior notes due November 2007; €27 million face amount of its €320 million of 7 5/8% senior notes due November, 2009; €8.9 million accreted principal amount of its €295 million of 2% senior convertible notes due March, 2006; €26.8 million accreted principal amount of its €368 million of 2% senior convertible notes due December, 2006; and €31.3 million accreted principal amount of its €402.5 million of 2% senior convertible notes due April, 2007.

Sierra Health calls 9½% debentures

Sierra Health Services, Inc. said its CII Financial, Inc. subsidiary will redeem its 9½% senior debentures on June 3.

The Las Vegas company said a notice of redemption has been mailed to holders.

The redemption price is $1,045.58333 per $1,000 principal amount of debentures including a redemption premium of $25.00 plus $20.58333 accrued interest to the redemption date.

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