US Oncology again extends tender, consent deadlines for 9 5/8% notes

New York, Aug. 16 - US Oncology Inc. (B3/B-) said it is again extending both the expiration date and the consent deadline on its cash tender offer to purchase any and all of its outstanding 9 5/8% senior subordinated notes due 2012.

Those deadlines were each moved back to 9 a.m. ET on Aug. 20, subject to possible further extension, from the previous deadline for each of 5 p.m. ET on Aug. 13.

To date, holders of $172 million principal amount of the notes, or about 98% of the outstanding amount, have tendered their notes and delivered related consents, well up from the $146.91 million (84% of the outstanding amount) which had been tendered as of July 19, when the tender offer and consent deadlines were last extended. Such tenders and consents, as previously announced, may not be withdrawn, as the June 11 withdrawal deadline has come and gone and was not extended.

The extension of the tender offer expiration and consent deadline was the latest of several such extensions; the company has said that one of the conditions to the completion of the tender offer and consent solicitation is the completion of its proposed merger with an affiliate of Welsh, Carson, Anderson & Stowe IX LP, a special US Oncology shareholders' meeting, at which the merger is to be voted upon, has been scheduled for Aug. 20, with consummation of the merger expected immediately afterward.

As previously announced, US Oncology, a Houston-based cancer-care services company, said on May 21 that it had begun the tender offer for the $175 million of outstanding notes and was also soliciting consents to amend the note indenture to eliminate most of the principal restrictive covenants and amend other provisions.

It initially set a consent deadline of 5 p.m. ET on June 4 and said that the offer would expire at 5 p.m. ET on June 25; both deadlines were subsequently extended several times, and the consent deadline and expiration deadline eventually coincided.

The company said that holders tendering by the consent deadline would receive total consideration of $1,189.10 per $1,000 principal amount, including a $20 consent payment. It said that holders tendering after the consent deadline but before the expiration date would receive consideration of $1,169.10 per $1,000 principal amount but would not receive the consent payment. All tendering holders would also receive accrued interest.

US Oncology said holders could not tender without delivering consents and vice versa. It said that the offer would be subject to holders of at least a majority of the principal amount of the notes delivering consents.

It also said that the offer would be subject to completion of US Oncology's previously announced merger with the Welsh, Carson affiliate, which set the stage for a number of deadline extensions.

On June 14, US Oncology said that it had received tenders of notes and related consents from holders of more than a majority of the 9 5/8% notes by the extended consent deadline of 5 p.m. ET on June 11 - the required amount of consents necessary to enter into a supplemental indenture to implement the proposed amendments to the notes' indenture.

It said that tenders of notes and related consents to the proposed amendments could at that point no longer be withdrawn or revoked.

Citigroup Global Markets Inc. is dealer manager and solicitation agent for the tender offer and consent solicitation (800 558-3745 or call collect 212 723-6106). Georgeson Shareholder Communications Inc. is the information agent (800 733-6231 or call collect 212 440-9800).

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