Penn Virginia gets tenders, consents for 58% of 10 3/8% notes due 2016

By Toni Weeks

San Luis Obispo, Calif., April 24 - Penn Virginia Corp. announced it received tenders and consents for about $173 million, or 58%, of its $300 million of 10 3/8% senior notes due 2016 by 5 p.m. ET on April 24, the consent expiration date.

The amount of consents received is enough to amend the note indenture to shorten to three business days the minimum notice period for optional redemptions and to eliminate substantially all restrictive covenants and certain default provisions, and Penn Virginia said it will execute a supplemental indenture containing the changes. The new indenture will not become operative until the company has paid for a majority in principal amount of the notes, according to a press release.

As previously reported, the company began a cash tender offer and consent solicitation for any and all of the notes on April 11. The company was seeking consents from holders of a majority of notes to amend the indenture.

For each $1,000 principal amount, the company will pay $1,065.34, which includes a consent payment of $30.00 for those who tendered by the April 24 consent deadline. Originally the company said it would pay $1,060.00 per $1,000 principal amount.

Penn Virginia will also pay accrued interest.

Settlement for notes tendered by the consent deadline is expected April 25, earlier than the May 2 date the company had initially announced.

The offer will expire at 11:59 p.m. ET on May 8, and final settlement is set for May 9.

The offer is conditioned on the execution of a supplemental indenture effecting the amendments, the completion of financing sufficient to fund the offer and the consummation of the company's previously announced Eagle Ford Shale acquisition. The company priced a $775 million issue of 8½% notes due 2020 at par on April 10, as reported by Prospect News.

RBC Capital Markets, LLC is the dealer manager and solicitation agent (212 618-7822 or 877 381-2099).

D.F. King & Co., Inc. is the tender agent and information agent (800 967-4612 or call collect 212 269-5550; pva@dfking.com).

The Radnor, Pa.-based issuer is an independent oil and gas company.

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