North Atlantic Trading settles tender offers for 11½%, 19% notes; remaining notes called

By Jennifer Chiou

New York, Jan. 14 - North Atlantic Trading Co., Inc. announced the completion of the cash tender offers to purchase any and all of its $205 million of outstanding 11½% senior secured second-lien notes due 2016 and $86,528,000 of outstanding 19% senior secured third-lien notes due 2017.

The offers ended at 5 p.m. ET on Jan. 14 and had been previously extended from Jan. 10, Jan. 7, Dec. 31 and, before that, Dec. 26. The tenders began on Nov. 27.

As previously announced, investors had tendered $168.8 million principal amount, or 82.3%, of the 11½% second-lien notes and $84.9 million principal amount, or 98.1%, of the 19% third-lien notes as of the early consent date of 5 p.m. ET on Dec. 11. No additional tenders were received after that time.

The total purchase price for each $1,000 principal amount was $1,094.44 for the 11½% notes and $1,156.86 for the 19% notes tendered by the early consent date.

Holders also received accrued interest.

The company already had received consents from holders of more than a majority of the outstanding notes and executed a supplemental indenture to each series of notes, which became operative when the tendered notes were settled.

North Atlantic Trading discharged its remaining obligations under the indentures governing the notes by calling the notes for redemption on Jan. 18. It will pay a redemption price of $1,086.25 per $1,000 principal amount of 11½% notes and $1,142.50 per $1,000 principal amount of 19% notes, plus accrued interest.

As reported, the proposed amendments to the indentures eliminated substantially all of the restrictive covenants and some events of default and shortened the redemption notice to five days from 30 days.

Questions may be directed to the company at 508 778-4421. Global Bondholder Services Corp. was 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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