Protection One, Integrated Alarm settle exchange offer for 12% notes

By Laura Lutz

Des Moines, April 9 -Protection One Alarm Monitoring, Inc., a subsidiary of Protection One, Inc., and Integrated Alarm Services Group, Inc. settled their exchange offer and consent solicitation for Integrated Alarm's 12% senior secured notes due 2011, according to an 8-K filing with the Securities and Exchange Commission.

Tenders for $114.3 million of the notes were accepted. There was $125 million principal amount of the notes outstanding when the exchange offer was announced on Feb. 22.

Integrated Alarm also called all of the notes that remain outstanding.

The notes will be redeemed on May 2. Integrated Alarm has deposited redemption proceeds with a trustee and so satisfied its obligations under the note indenture.

Holders who tendered their Integrated Alarm notes in the exchange offer received the same principal amount of 12% senior secured notes of Protection One Alarm Monitoring.

The Alarm Monitoring notes initially paid interest at a rate of 13% per year. The interest rate dropped to 12% after completion of a registered exchange offer filed with the Securities and Exchange Commission.

The exchange offer was conducted in connection with a merger between Protection One and Integrated Alarm that was also settled on April 2.

Integrated Alarm was also soliciting consents to eliminate or amend substantially all of the restrictive covenants in its notes' indenture.

Holders who exchanged their notes were required to submit consents, and vice versa.

The consent solicitation expired at 5 p.m. ET on March 9, and the exchange offer was settled on April 2.

Settlement of the offer depended on conditions including receipt of consents from holders of at least 85% of the Integrated Alarm notes and completion of the merger.

Bear, Stearns & Co. Inc. (877 696-BEAR) acted as financial advisor. D. F. King 7 Co., Inc. (888 644-6071) was the information agent.

Based in Lawrence, Kansas, Protection One provides security monitoring services. Integrated Alarm is a security alarm provider based in Albany, N.Y.

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