Alderwoods buys back $316.2 million 12¼% notes in tender

New York, Aug. 19 - Alderwoods Group Inc. said it bought back $316.2 million principal amount or 98.6% of its $320.752 million of outstanding 12¼% senior notes due 2009.

The tender expired at 9 a.m. ET on Aug. 19.

Late on Aug. 18, Alderwoods extended the tender from midnight ET on Aug. 18. At that point $316.2 million notes had been tendered.

On Aug. 5 Alderwoods said it will pay $1,099.10 per $1,000 principal amount to holders who tender its 12¼% senior notes due 2009 before the consent deadline and $1,069.10 per $1,000 principal amount to holders who tender after.

The pricing was set using a reference U.S. Treasury yield of 1.629%.

Alderwoods said on Aug. 4 it received tenders of $310.0 million principal amount or 96.7% of its 12¼% notes by the consent deadline.

As a result, the company has enough consents to amend the indenture.

However the amendments will not become operative until Alderwoods pays for the notes.

Alderwoods said on July 22 it had begun a cash tender offer and consent solicitation for its $320.752 million principal amount of 12¼% notes.

The price per $1,000 principal amount of notes will be based on a fixed spread of 50 basis points over the yield to maturity on the price determination date of the 1¾% U.S. Treasury note due Dec. 31, 2004. The price determination date will be Aug. 5 unless the offer is extended more than three business days, in which case it will be 10 business days before the expiration date.

The total includes a consent payment of $30.00 per $1,000 principal amount that will only be paid to holders who tender by the consent deadline of 5 p.m. ET on Aug. 4.

The consent solicitation is to amend the indenture to eliminate substantially all of the restrictive covenants.

Holders may not tender without delivering consents and vice versa.

Alderwoods will also pay accrued interest.

The tender is subject to conditions, including the receipt of financing and the receipt of consents from holders of a majority of the principal amount of the notes.

Banc of America Securities LLC is dealer manager and solicitation agent (contact High Yield Special Products at 888 292-0070 or call collect 704 388-4813). Global Bondholder Services Corp. is the information agent (866 294-2200 or call collect 212 430-3774).

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