RCN extends tender for up to $290 million senior notes

New York, Aug. 8 - RCN Corp. (Ca) said it has extended its previously announced modified Dutch auction tender offer for between $250 million and $290 million principal amount of its senior notes.

That offer was to have expired at 11.59 pm. ET on Aug. 7, but has now been extended to 5 p.m. ET on Aug. 15, subject to possible further extension. As of the original deadline, approximately $40.7 million principal amount of the notes had been tendered.

RCN indicated that it has "no intention" of increasing the consideration payable for notes under the offer, and is extending the exchange offer to afford noteholders more time to make a decision on whether or not they wish to participate in the offer. All other terms of the offer remain unchanged from those originally announced.

As previously announced, RCN, a Princeton, N.J. -based communications company, said on July 10 that it was starting a cash tender offer for up to $290 million of its senior notes, paying up to $92.5 million.

The company said that it would run the tender offer as a modified Dutch auction, accepting offers to sell from holders of the notes at between $320 and $370 per $1,000 face amount, plus accrued interest.

It initially set an expiration deadline of 11.59 p.m. ET on Aug. 7, which has since been extended.

According to Moody's Investors Service, RCN had approximately $1.024 billion of senior notes outstanding as of July 14, consisting of $321 million of 11 1/8% senior unsecured notes due 2007; $326 million of 9.80% senior unsecured notes due 2008; $145 million of 11% senior unsecured notes due 2008; and $232 million of 10 1/8% senior unsecured notes due 2010.

RCN said the offer was being carried out in anticipation of the closing of its sale of a cable system in and around Carmel, N.Y. for $120 million in cash to Susquehanna Communications. The system has 29,800 subscribers and RCN said it is one of the few which it operates outside major metropolitan markets.

It said that funding for the tender offer would come from RCN's $41.5 million second lien senior facility from Evergreen Investments, which was obtained in June.

RCN noted that the $290 million maximum principal amount for which it is tendering is based on the low end of the price range in the tender, and as a result, it may end up buying fewer notes than that.

Under the modified dutch auction, RCN will accept tender notes from the lowest to highest prices until it has spent $92.5 million plus accrued interest. All notes will be bought at the single highest price.

There is no minimum investor participation level for the tender.

Merrill Lynch & Co., Morgan Stanley and Greenhill & Co., LLC are the dealer managers for the offer and HSBC Bank USA is the depositary; RCN has named Mellon Investor Services LLC as the Information Agent, replacing the originally announced D.F. King & Co., Inc. (call 800 488-8075).

WHX buys back further $8.8 million notes

New York, Aug. 8 - WHX Corp. bought back a further $8.8 million of its 10½% notes, according to filing with the Securities and Exchange Commission.

The New York-based company said in a filing with the Securities and Exchange Commission that between Jan. 1 and June 30 it bought back $17.7 million of the notes in the open market for $14.3 million.

That was up from $8.9 million reported in its last 10-Q filing, which included $5.7 million bought in the period Jan. 1 to March 31 at a cost of $4.5 million and a further $3.2 million at a cost of $2.5 million between the end of the quarter and May 15 when the report was filed.

WHX said that in total it has now bought back $152.3 million principal amount of its notes, cutting cash interest expense by $16.0 million.

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