Reddy Ice extends tender for 8 7/8% notes, to make consent payment for all notes tendered

New York, April 28 - Reddy Ice Group, Inc. said it extended the expiration of its tender offer for its $152 million principal amount of 8 7/8% senior subordinated notes due 2011 to 5 p.m. ET on May 13.

The company said that it will make the consent payment to all holders who tender, regardless of whether they submitted their notes before the consent deadline or after.

By 5 p.m. ET on April 27, holders had tendered 97.9% of the notes, up from 89.1% as of 5 p.m. ET on April 12, the last announcement.

Assuming a payment date of May 16, the price in the tender is now $1,120.04 per $1,000 prinicpal amount.

On April 13, Reddy Ice said it received the necessary consents to amend its 8 7/8% senior subordinated notes due 2011. It also set the price in the tender offer.

Using the old settlement date of April 29, Reddy Ice said on April 13 that it will pay $1,121.27 per $1,000 principal amount for notes tendered by the consent deadline, including a $20.00 per $1,000 consent payment.

Holders will also receive accrued interest.

At its previous announcement on April 5, Reddy Ice increased the payment on offer and extended the deadlines.

Pricing is now based on a 50 basis point spread over the reference security instead of a 75 basis point spread.

The deadline to receive the consent payment is now 5 p.m. ET on April 12 instead of 5 p.m. ET on April 5, and the tender ends at 5 p.m. ET on April 28 - subsequently extended - instead of 5 p.m. ET on April 21.

The Dallas ice maker announced the tender on March 23 and said it is also soliciting consents to amend the note indenture to eliminate substantially all of the restrictive covenants and certain events of default.

Reddy Ice will pay 35% of the equity clawback price of $1,088.75 per $1,000 principal amount plus 65% of the fixed spread price. The fixed spread price is the present value on the payment date of all future cash flows on the notes to their first call date on Aug. 1, 2007 minus accrued interest up to but excluding the payment date based on 50 basis points over the bid-side yield on the 3.25% U.S. Treasury note due Aug. 15, 2007. Pricing will now be at 2 p.m. ET on April 13 instead of 2 p.m. ET on April 6.

The total includes the $20.00 per $1,000 consent payment.

Holders will also receive accrued interest up to but excluding the payment date.

The tender is subject to a majority of the notes being tendered and Reddy Ice having the sufficient funds for the tender from a new senior credit facility and an initial public offering of stock by parent company Reddy Ice Holdings, Inc.

Credit Suisse First Boston LLC is dealer manager and solicitation agent (contact Liability Management Group at 800 820-1653 or call collect 212 538-0652). Morrow & Co., Inc. is the information agent (800 654-2468 or call collect 212 754-8000).

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