Portugal Telecom: Holders of 6¼% notes pass proposals on second try

By Toni Weeks

San Luis Obispo, Calif., March 18 - Portugal Telecom, SGPS SA announced that holders of its €400 million 6¼% notes due 2016 approved an extraordinary resolution at a meeting in Lisbon on Tuesday.

According to an announcement, €188,123,000 principal amount of notes were represented at the meeting, of which €187,394,000, or 99.96%, voted in favor of the resolution.

This was the second attempt to pass the resolution. The company held a meeting on March 3, but the meeting did not take place due to the lack of a quorum. More than 45% of the notes were represented at the March 3 meeting, but at least 50% had to be represented in order to form a quorum. At the time, the company said that the votes that had been cast in favor of the proposal represented more than 99% of the quorum obtained.

As previously reported, the company held consent solicitations for its 6¼% notes along with Portugal Telecom International Finance BV's €750 million 4 1/8% exchangeable bonds due 2014. The consent solicitations began Feb. 7 and, for the 4 1/8% exchangeable bonds, ended at noon ET on Feb. 26. The company opted to extend the consent solicitation for the 6¼% notes to 6 a.m. ET on March 18.

Holders of €705.1 million of the exchangeables voted at their meeting in London on March 3, and of that amount, the holders of €703.9 million, or 99.83%, voted in favor of the proposal.

The company was soliciting consents to waive events of defaults that will be triggered due to its upcoming combination with Oi SA and to approve the following changes:

• Add a guarantee from Oi to both series of notes;

• Replace Portugal Telecom with PT Portugal SGPS SA as the issuer of the 6¼% bonds;

• Amend the exchangeables so that holders who exchange their bonds up to the completion of the combination will receive cash instead of shares, and after the completion of the combination, they will receive shares of Telemar Participacoes SA instead of Portugal Telecom shares; and

• Release Portugal Telecom and PT Comunicacoes, SA as keepwell providers for the exchangeables.

The consent fee was 0.4% for holders of 6¼% notes.

For the exchangeables, the consent fee was 0.4% for holders who delivered their consents by the Feb. 21 early voting deadline and 0.15% for holders who delivered consents after the early deadline.

On Feb. 24, the company extended the early voting deadline for the 6¼% notes to coincide with the expiration deadline. Prior to the extension, the early voting deadline was Feb. 21.

Other solicitations

As previously reported, Portugal Telecom International Finance successfully completed consent solicitations for its €600 million 5 5/8% notes due 2016, €500 million 4 3/8% notes due 2017, €250 million 5.242% notes due 2017, €750 million 5 7/8% notes due 2018, €750 million 5% notes due 2019, €1 billion 4 5/8% notes due 2020 and €441,839,000 4½% notes due 2025.

Noteholders voted at meetings on March 3.

The solicitation agents were Barclays Bank plc (contact liability management group at eu.lm@barclays.com or +44 0 20 3134 8515) and BofA Merrill Lynch (contact John Cavanagh at john.m.cavanagh@baml.com or +44 0 20 7995 3715 or contact Karl Bystedt Wikblom at karl.bystedtwikblom@baml.com or +44 (0)20 7996 0867).

The tabulation agent was Lucid Issuer Services Ltd. (contact Yves Theis/Thomas Choquet at pt@lucid-is.com or +44 0 20 7704 0880). The principal paying agent was Citibank, NA (ppapayments@citi.com or +3531622 2210).

Portugal Telecom is a Lisbon-based provider of telecommunications and multimedia services.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.