Apogent says 99.8% of 6½% notes tendered by consent deadline

New York, July 27 - Apogent Technologies Inc. said holders tendered $249.55 million principal amount or 99.8% of its $250 million principal amount of 6½% senior subordinated notes due 2013 by the consent deadline of 5 p.m. ET on July 27.

The company said that as a result it had sufficient consents to execute a supplemental indenture - although it will not become operative until the notes are paid for, expected to be promptly after the tender expires at 5 p.m. ET on Aug. 2.

On July 13 Apogent Technologies (Ba2/BB+) dramatically increased the payment it will make in its tender offer for its 6½% notes and the related solicitation of consents. The company also extended the expiration date.

Apogent will now pay 110.75% of par to holders who tender by the new consent deadline, up from 101.75% of par previously. For notes tendered after the consent date but before the expiration, the payment is 106.75% of par, up from 101% of par previously.

The consent deadline is now 5 p.m. ET July 27, pushed back from 5 p.m. ET July 16. The expiration is now 5 p.m. ET Aug. 2. It had been the same as the consent deadline at the last extension.

As of 5 p.m. ET July 13, $62.35 million of the notes had been tendered, the same as at the last announcement.

Apogent previously extended the offer on July 2 when it moved the expiration deadline - which also coincides with the offer's consent deadline -to 5 p.m. ET July 16, subject to possible further extension, from the originally announced 5 p.m. ET July 1. As of the old deadline, $62.350 million principal amount of the notes had been tendered.

As previously announced, Apogent Technologies, a Portsmouth, N.H.-based laboratory and life sciences products company, said on May 28 that it had begun a cash tender offer for all its $250 million principal amount of the 6½% notes and was also soliciting consents to amend the notes to eliminate substantially all of the restrictive covenants.

The company initially set a June 11 consent deadline, which was later extended to coincide with the tender offer expiration, and initially said that the offer would expire at 5 p.m. ET July 1, which was also later extended.

It initially said it would offer 101.75% of par for holders tendering by the consent deadline and 101% of par for holders tendering after that point but before the July 1 expiration date. The company subsequently extended the consent deadline to coincide with the expiration so that all holders would receive the same consideration. All tendering holders would also receive accrued interest up to but not including the settlement date.

It further said that the tender offer and consent solicitation would be conditioned upon the completion of the proposed merger between Apogent and Fisher Scientific International Inc. and the receipt of the required consents in the consent solicitation.

On June 18, Apogent said it had extended the consent deadline to coincide with the tender offer expiration deadline (at the time, 5 p.m. ET July 1, but subsequently extended, along with the consent deadline). It said that all tendering holders would now receive the previously announced total consideration.

Goldman, Sachs & Co. is the dealer manager and solicitation agent (800 828-3182). Innisfree M&A Inc. is the information agent (888 750-5834).

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