Ziggo wraps tender offer for 3 5/8% notes, exchange offer for 8% notes

By Susanna Moon

Chicago, Feb. 25 - Ziggo BV said it accepted tenders for €678,314,000 of its outstanding €750 million 3 5/8% senior secured notes due March 27, 2020.

The offer ended at 11:59 p.m. ET on Feb. 24.

After settlement on Feb. 27, there will be €71,686,000 of the notes outstanding, according to a company press release.

As previously announced, Ziggo began a tender offer and consent solicitation for the notes on Jan. 27 related to merger plans.

The total purchase price was €1,015 for each €1,000 principal amount notes tendered by the early tender deadline.

The total payment included an early tender amount of €5 per €1,000 principal amount.

Those who tendered after the early tender deadline will receive €1,010 per €1,000 of notes.

The company also will pay accrued interest the payment date.

Ziggo had received tenders and consents for €674,787,000, or 89.97%, of the notes by 5 p.m. ET on Feb. 7, the early tender date.

As a result, the company obtained the needed consents for a majority of its outstanding notes and entered into a supplemental indenture to the notes to eliminate substantially all of the restrictive covenants, events of default and additional covenants and rights, as previously noted.

Holders could not tender their notes without delivering their consents.

Credit Suisse, ABN Amro, BofA Merrill Lynch, Credit Agricole CIB, Deutsche Bank, HSBC, ING, JPMorgan, Morgan Stanley, Nomura, Rabobank International, Scotiabank and Societe Generale CIB were the dealer managers.

Lucid Issuer Services Ltd. is the tender and tabulation agent and information agent.

Exchange offer

In addition, Ziggo Bond Co. BV holders tendered €743,128,000, or 61.47%, of its 8% senior notes due 2018 for exchange by the end of the offer, according to a separate press release by Ziggo.

As previously announced, the company offered to exchange up to €934 million principal amount of its outstanding €1,208,850,000 notes for an equal amount of new 8% senior notes due 2018.

Those who tendered their notes for exchange by the early deadline will receive an early premium of €40 per €1,000 principal amount if the acquisition is completed within 15 months and two weeks from the announcement of the proposed acquisition on Jan. 27, the company said.

The exchange offer ended at 11:59 p.m. ET on Feb. 24. The offer began on Jan. 27.

Holders had €736,328,000, or 60.91%, of the notes for exchange by 5 p.m. ET on Feb. 7, the early participation date, as previously noted.

After settlement, there will be €465,722,000 of the notes outstanding.

Tendered notes could be withdrawn by the earlier of the expiration date and the date on which the noteholders are notified that at least €300 million principal amount of the notes had been tendered, the release noted. On Feb. 6, the issuer announced that the minimum tender condition had been satisfied.

Call issued

Ziggo Finance BV also previously notified holders of its plan to redeem all of outstanding €750 million 6 1/8% senior secured notes due 2017.

The company will redeem the notes at 103.063 plus accrued interest to the redemption date of March 4.

The total purchase price will be €790,709,479.50, including accrued interest of €17,736,979.50.

The paying agent is Deutsche Bank AG, London Branch.

Merger plans

In the merger plans, Liberty Global plc plans to acquire Ziggo NV for about €10 billion in stock and cash, according to a previous joint company press release.

In addition to the cash payment, Liberty Global and Ziggo expect to incur about €300 million of transaction and financing costs, including costs associated with refinancing, tendering and exchanging Ziggo debt.

Ziggo is an Utrecht, Netherlands-based television, internet and telephone services provider.

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