Weight Watchers says 96.6% of dollar notes, 91.6% of euro notes tendered

New York, Aug. 18 - Weight Watchers International, Inc. said it completed its tender offer and consent solicitation with 96.6% of the dollar-denominated 13% senior subordinated notes due 2009 validly tendered and not withdrawn and 91.6% of the euro-denominated 13% senior subordinated notes due 2009 validly tendered and not withdrawn.

The tender expired at 5.00 p.m. ET on Aug. 18.

As previously announced the Woodbury, N.Y. weight loss services company began a tender on July 21 for all its $150 million 13% senior subordinated notes due 2009 and €100 million 13% senior subordinated notes due 2009, then subsequently amended on July 30 to increase the amount it would pay.

As amended, the company will pay $1,209.24 per $1,000 principal amount of the dollar notes and €1,197.82 per €1,000 for the euro notes.

For the dollar notes, Weight Watchers is paying an amount based on a formula using 100 basis points over the yield of the 2.125% Treasury due Oct. 31, 2004 less $20 per $1,000 principal amount. The formula assumes the notes would otherwise be redeemed at $1,065 per $1,000 principal amount at their first call on Oct. 1, 2004. The Treasury yield was 1.407% on the third business day before the expiration of the tender, when the calculation was carried out.

For the euro notes, Weight Watchers is paying an amount based on a formula using 100 basis points over the yield of the 4.25% Bundesobligation #133 due Nov. 26, 2004 less €20 per €1,000 principal amount. The formula assumes the notes would otherwise be redeemed at €1,065 per €1,000 principal amount at their first call on Oct. 1, 2004. The Bund yield was 2.325% on the third business day before the expiration of the tender, when the calculation was carried out.

Holders will receive accrued interest up to but not including the payment date.

Weight Watchers was also soliciting - and received - consents to eliminate substantially all the restrictive covenants and certain default provisions in the note indentures.

Weight Watchers said it will fund the tender with cash on hand and additional borrowings under its existing credit facility, which is being amended and restated in connection with the transaction.

Holders who tender must consent to the amendments and consents may not be delivered without tendering.

Credit Suisse First Boston LLC (212 538-4807 or 800 820-1653 (toll-free) or +44 207 883-5423 (outside U.S.)) and Merrill Lynch & Co. (212 449-4914 or 888 654-8637 (toll-free)) are the dealer managers and solicitation agents for the tender offer and consent solicitation. The information agent is D.F. King & Co., Inc. (212 269-5550 or 800 347-4750 (toll-free)).

Nextel to redeem all remaining 10.65% notes

New York, Aug. 18 - Aug. 18, 2003--Nextel Communications Inc. said it will redeem all its remaining 10.65% senior redeemable discount notes due 2007 on Sept. 15.

Nextel, a Reston, Va.-based wireless telecommunications company, said it will exercise its option to call the notes at a price equal to 102.663% of the outstanding principal amount plus accrued but unpaid interest.

Nextel - which completed a cash tender offer for most of the previously outstanding $675.52 million of the notes on Aug. 13 - said that about $257 million in principal amount of the notes currently are outstanding.

RCN extends tender for up to $290 million senior notes

New York, Aug. 18 - 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. 15, but was extended to 5 p.m. ET on Aug. 18, subject to possible further extension. The company cited the effects of last week's Northeast power blackout.

It said that as of 5.00 p.m. on Aug. 15, 2003 the principal amount of notes tendered was approximately $75.1 million - up from the approximately $40.7 million principal amount of the notes announced on Aug. 8, when the offer was last extended.

RCN reiterated that it has "no intention" of increasing the consideration payable for notes under the offer and is extending the exchange to afford noteholders more time to make a decision on whether or not they wish to participate. All other terms 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).

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