tw telecom subsidiary gets consents needed to amend 8% notes due 2018

By Angela McDaniels

Tacoma, Wash., Aug. 26 - tw telecom inc. subsidiary tw telecom holdings inc. had received tenders and consents for $406.2 million principal amount, or 94.5%, of its $430 million outstanding 8% senior notes due 2018 as of the consent time, 5 p.m. ET on Aug. 23, according to a company news release.

The tendered notes have been accepted for purchase.

The company is soliciting consents to amend the notes to eliminate substantially all of the restrictive covenants and events of default and to shorten the redemption notice period to three business days. The consents received are enough to make the proposed amendments.

A supplemental indenture effecting the amendments has been executed.

The total purchase price will be $1,077.79 for each $1,000 principal amount of notes tendered by the consent date. The total amount includes a consent payment of $30.00 per $1,000 principal amount.

The company also will pay accrued interest up to but excluding the payment date, which was expected to be Aug. 26 for early tendered notes.

The tender offer will end at 11:59 p.m. ET on Sept. 9.

Holders may not tender their notes without delivering their consents or deliver their consents without tendering their notes.

The tender offer was conditioned on the receipt of the required consents to the proposed amendments and the completion of a new debt financing with proceeds of at least $430 million by the early settlement date.

The company priced $800 million of senior notes in two tranches on Aug. 12, as reported by Prospect News.

If any notes remain outstanding after completion of the tender offer, the company said it reserves the right to purchase some or all of notes from time to time through open-market purchases, privately negotiated transactions, tender offers, exchange offers, optional redemption transactions or otherwise. The company also may redeem the outstanding notes under the terms of the notes.

Credit Suisse Securities (USA) LLC (800 820-1653 or 212 325-5912) and Morgan Stanley & Co. LLC are the dealer managers and solicitation agents. RBC Capital Markets, LLC and SunTrust Robinson Humphrey, Inc. are the co-managers.

Global Bondholder Services Corp. (866 470-3800 or 212 430-3774) is the information agent.

The company is a Littleton, Colo.-based provider of managed data, internet and voice networking solutions to businesses and large organizations.

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