Filtronic repurchases some more of its 10% '05 notes

New York, Aug. 7 - Filtronic plc (B1/B) said it bought $9.6 million of its 10% senior notes due 2005. The notes will be cancelled, leaving $94 million still outstanding.

Filtronic said it has now bought back and cancelled a total of $76 million of the notes since Feb. 4, 2002.

As previously announced, Filtronic, a Shipley, West Yorkshire, U.K.- based microwave subsystems designer and manufacturer, said on Feb. 8, 2002, that it had bought back $16.75 million of the 10% notes at an undisclosed discount to par, out of the originally issued $160 million, leaving $153.25 million of the notes outstanding. Filtronic said it financed the repurchases from cash generated by its businesses.

Filtronic subsequently announced further repurchases of the 10% notes, at an undisclosed discount to par, on Feb. 13, 2002, Aug. 16, 2002, Sept. 16, 2002 and Feb. 14, 2003.

The most recent previous purchase of the notes - $6.5 million - was announced on March 3.

EaglePicher purchases tendered 9 3/8% notes

New York, Aug. 7 - EaglePicher Inc. (B3/B-) said that its previously announced tender offer for its 9 3/8% senior subordinated notes due 2008 expired as scheduled 11.59 p.m. on Aug. 6, without further extension.

The company said that as of that deadline $209.5 million of the notes, or approximately 95% of the outstanding amount, had been tendered and was purchased, using the proceeds of its previously announced new $275 million senior secured credit facility and $250 million of 9¾% senior notes due 2013. EaglePicher announced the official completion of the financing transactions.

As previously announced, EaglePicher - a Phoenix-based diversified manufacturer of industrial products and a wholly owned subsidiary of EaglePicher Holdings, Inc. - said on July 9 that it had begun the cash tender offer and related consent solicitation for any and all of its $220 million of outstanding 9 3/8% notes.

The company initially set a (now-expired) consent deadline of 5 p.m. ET on July 22 and an expiration date of 11.59 p.m. on Aug. 5, although the latter deadline was subsequently extended.

EaglePicher said that besides tendering for the notes, it was seeking consent from the noteholders to amend the notes' indenture to eliminate certain of the restrictive covenants and other contractual obligations, including the requirement that EaglePicher and certain of its affiliates provide periodic financial reports to the noteholders.

The company said on July 23 that the consent solicitation had expired as scheduled at 5 p.m. ET on July 22, without extension, and that EaglePicher had received tenders of notes and delivery of related consents from holders of 95% of the notes, more than the required minimum, and that along with certain guarantors of the notes and The Bank of New York, as trustee, it had executed a supplemental indenture incorporating the indenture changes. Those changes were slated to become operative once the notes were accepted for purchase following the expiration of the tender offer.

The company said that holders validly tendering their notes and delivering consents by the now-expired consent deadline would receive total consideration of $1,000 per note (including a $10 per note consent payment), plus accrued and unpaid interest on the principal amount up to, but not including, the payment date.

Holders validly tendering their notes and delivering consents after expiration of the consent deadline would receive only the tender offer consideration of $990 per note, but no consent payment, and would also receive accrued interest.

EaglePicher said it planned to finance the tender offer and consent solicitation with the proceeds of a Rule 144A offering of approximately $220 million aggregate principal amount of new senior unsecured notes, together with other available funds (high yield syndicate sources reported on July 23 that EaglePicher had sold an upsized $250 million offering of new 9 ¼% senior notes due 2013).

Additionally, the company said it was negotiating a new senior secured credit facility of approximately $275 million to replace its current credit facility, which provided for an original term loan of $75 million, as amended, and a $220 million revolving facility.

EaglePicher said the tender was conditional on, among other things, at least a majority of the aggregate principal amount of the outstanding notes being tendered as well as the now-fulfilled condition of receipt of validly tendered consents from holders of a majority in aggregate principal amount of the outstanding notes by the consent deadline.

It would also be conditioned upon receipt of net proceeds from the planned offering of senior unsecured notes or other financing on acceptable terms sufficient to pay for the tender offer and consent solicitation and related expenses, which has since been accomplished, and on the completion of EaglePicher's new senior secured credit facility.

UBS Securities, LLC was the dealer manager for the tender offer and consent solicitation (call collect at 203 719-4210); D.F. King & Co., was the information agent (call 800 697-6975).

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