BearingPoint again extends consent solicitation for 2.5%, 2.75% convertibles

By Laura Lutz

Des Moines, Nov. 1 - BearingPoint, Inc. pushed back the deadlines of its previously announced consent solicitations for its 2.5% series A convertible subordinated debentures due 2024 and 2.75% series B convertible subordinated debentures due 2024 yet again, this time to 5 p.m. ET on Nov. 2.

The solicitations, originally set to end on Oct. 26, were previously extended to Oct. 27, Oct. 30, Oct. 31 and Nov. 1.

As previously reported, holders of a majority of the company's 5% convertible senior subordinated debentures due 2025 submitted consents by the Oct. 26 deadline, so the solicitation for those debentures was not extended.

The consents for the 5% convertibles allow the company to amend the agreements and obtain waivers relating to Securities and Exchange Commission reporting requirements as well as any default or event of default that may arise under the note indentures.

The company is seeking consents from holders of a majority of the 2.5% and 2.75% convertibles in order to make the same changes to those series of notes.

As previously disclosed, the company is involved in a dispute with some holders of the 2.75% debentures who have alleged a default under the indenture as result of the company's failure to provide certain periodic SEC reports to the trustee.

Although the indenture states that BearingPoint must provide copies of the annual and quarterly reports filed with the SEC within 15 days after they are filed, the holders allege that the company is in default because it has not filed the reports with the SEC on a timely basis.

In addition, as already announced, the New York State Supreme Court for New York County recently entered an order finding the company in default under the indenture.

BearingPoint said it believes that there are serious errors in the court's ruling and has filed an appeal.

For each $1,000 in principal amount, those who tender will receive an initial consent fee equal to $10.00 multiplied by a fraction, of which the numerator is the principal amount of debentures outstanding on the expiration date and the denominator is the principal amount of accepted consents.

Also, if BearingPoint has not filed the required reports with the SEC by 5:30 p.m. ET on Oct. 31, it has the option to pay an additional $2.50 for each $1,000 in principal amount, which will extend the deadline for one additional year.

The Liability Management Group of Citigroup Corporate and Investment Banking is the solicitation agent (800 558-3745 or call collect 212 723-6106). The information agent is Global Bondholder Services Corp. (866 857-2200 or call collect 212 430-3774).

BearingPoint is a McLean, Va.-based management consulting, systems integration and managed services firm.

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