Stewart sweetens consent solicitation for 6½% notes due 2019 by adding $2.50 consent fee

By Paul A. Harris

Portland, Ore., June 10 - Stewart Enterprises, Inc. sweetened the consent solicitation for its 6½% senior notes due 2019 by adding a $2.50 per $1,000 consent fee, a market source said on Monday.

The company is soliciting consents to waive the requirement for a change-of-control offer to repurchase the notes at 101 plus accrued interest in connection with the proposed acquisition of Stewart by Service Corp. International.

Stewart is also seeking to amend the company's reporting obligations so that if the acquisition is completed, Stewart's obligations to deliver quarterly and annual financial information and other reports to the trustee will be satisfied by delivery to the trustee of Service Corp.'s filing with the Securities and Exchange Commission.

In addition to the fee, if the conditions are satisfied, including the receipt of needed consents to the proposed changes, Service Corp. will promptly, following the close of its acquisition of Stewart, issue a full and unconditional guarantee of the notes as consideration for consents.

The consent solicitation will expire at 5 p.m. ET on June 12.

As reported, according to a company press release, the completion of the acquisition is not conditioned on the success of the consent solicitation, but the issuance of guarantees by Service Corp. does depend on the results of the solicitation.

Stewart said that after receipt of the necessary consents, it will promptly execute the supplemental indenture effecting the changes, at which time holders will not be able to revoke their consents. The consent time may be prior to the expiration date, and holders will not be given prior notice of the consent time, the release noted.

J.P. Morgan Securities LLC (800 245-8812 or collect 212 270-1200) is the solicitation agent. i-Deal, LLC (888 593-9546, 212 849-3880 for banks and brokers or consent@ipreo.com) is the information agent.

Jefferson, La.-based Stewart is a provider of products and services in the death-care industry.

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