Compass Minerals extends tender for 10% notes

By Jennifer Chiou

New York, Dec. 22 - Compass Minerals Group said it again extended its tender offer for its $325 million of 10% senior subordinated notes due 2011, this time to 10 a.m. ET on Dec. 22.

The offer had been extended to midnight ET on Dec. 21 from midnight ET on Dec. 19.

According to Compass Minerals, settlement was still scheduled for Dec. 22 so there will be no change to the amount on offer to noteholders.

The new expiration date is intended to coincide with completion of a credit facility which is a condition of the tender offer.

The company said it has received tenders from holders of $323 million of the notes.

At its previous announcement on Dec. 15, Compass said it had fixed pricing. Holders who tendered by the consent deadline will receive $1,080.82 per $1,000 principal amount, including the $20.00 per $1,000 consent payment.

On Dec. 5, Compass said it had obtained sufficient consents to amend the notes.

By the consent deadline of 5 p.m. ET on Dec. 5, holders had tendered $322.6 million or 99.3% of the notes with consents.

Compass expects to enter into a supplemental indenture incorporating the changes, but it will only become effective when it buys the notes.

The Overland Park, Kan.-based subsidiary of salt producer Compass Minerals International, Inc. announced the tender offer on Nov. 21 and said it was also soliciting consents to eliminate substantially all restrictive covenants, certain events of default and certain other related provisions in the note indenture.

For each $1,000 principal amount, Compass will pay a price based on the yield of the 2 3/8% U.S. Treasury note due Aug 15, 2006 plus 50 basis points. The total includes the consent payment.

Compass will also pay accrued interest up to but excluding the payment date.

The amendments required the consent of holders of a majority of the notes. Holders cannot tender without delivering consents or vice versa.

J.P. Morgan Securities Inc. is dealer manager and solicitation agent (call collect 212 834-3424 or 866 834-4666). Global Bondholder Services Corp. is information agent (call collect 212 430-3774 or 866 470-3700).

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