North Atlantic Trading tenders for any and all 11½% and 19% notes

By Jennifer Chiou

New York, Nov. 27 - North Atlantic Trading Co. Inc. announced the start of its cash tender offer and consent solicitation for any and all of its $205 million of 11½% senior secured second-lien notes due 2016 and its $86,528,000 of outstanding 19% senior secured third-lien notes due 2017.

The company is soliciting consents to amend the note indentures to eliminate substantially all of the restrictive covenants, related events of default and other provisions.

If the proposed amendments become operative, North Atlantic will be able to provide a notice of redemption no less than five days before a redemption date instead of no less than 30 days before a redemption date.

The offer will end at 11:59 p.m. ET on Dec. 26.

For each $1,000 principal amount, the company is offering $1,094.44 for the 11½% notes and $1,156.86 for the 19% notes, including respective consent payments of $94.44 and $156.86 for those who tender prior to 5 p.m. ET on Dec. 11.

The company will also pay accrued interest.

Final settlement is expected on Jan. 2.

North Atlantic said that it intends to call for redemption all of the notes that have not been tendered at a price equal to $1,086.25 for each $1,000 principal amount of 11½% notes and $1,142.50 for each $1,000 principal amount of 19% notes.

The company said it expects to use the net proceeds of one or more debt financing transactions, including one or more bank loans, to finance the offer, which is contingent on financing.

Questions may be directed to the company at 508 778-4421. Global Bondholder Services Corp. is the tender agent and information agent (866 470-3800 or 212 430-3774 for banks and brokers.

North Atlantic Trading is a Louisville, Ky.-based manufacturer and marketer of tobacco products.

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