Aavid Thermal extends tender for 12¾% notes

New York, April 4 - Aavid Thermal Technologies Inc. said it has extended its cash tender offer for its 12¾% senior subordinated notes due 2007 to 5 p.m. ET on April 17 from 8 a.m. ET on April 5.

The company said it pushed back the deadline in light of the decision by Ansys, Inc. and Aavid to refile pre-merger notification and report forms under the Hart-Scott-Rodino Antitrust Improvements Act.

As of 5 p.m. ET on April 4, holders had tendered 99.96% of the notes, the same figure that was announced at expiration of the consent solicitation on March 21.

As previously announced, the response means Aavid has enough consents to amend the notes to eliminate substantially all of the restrictive covenants and reporting covenants and some events of default.

The amendment also changes the minimum notice requirement for redemption of the notes to allow the company to redeem within five days any notes that remain outstanding following the end of the tender offer and the acquisition of the company by Ansys Inc., which will also acquire the computational fluid dynamics software business of Aavid Thermal subsidiary Fluent Inc.

The amendment will not become effective until the consummation of proposed acquisitions.

Aavid announced the tender on March 9, saying it will pay $1,025 per $1,000 principal amount of the notes plus accrued interest up to but excluding the payment date. The consideration includes a $25 consent payment for noteholders who tendered and consented before the consent solicitation deadline.

Holders tendering their notes will be required to consent to the proposed amendments, which would eliminate substantially all of the restrictive covenants and reporting covenants and some events of default found in the note indenture.

Consummation of the tender offer and consent solicitation is subject to customary conditions and the consummation of the proposed acquisition. Aavid said the acquisition is not, however, conditioned upon the receipt of consents sufficient to approve the proposed amendments or the repurchase of any notes.

Bear, Stearns & Co. Inc. (877 696-2327 or 212 272-5112) is dealer manager and solicitation agent, and D.F. King & Co. Inc. (888 542-7446 or 212 269-5550) is information agent for the tender offer and consent solicitation.

Aavid is based in Concord, N.H., where it develops and markets computational fluid dynamics software and provides thermal management solutions for electronic products.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.