Universal Hospital receives consents needed to amend 10 1/8% notes

By Angela McDaniels

Seattle, May 15 - Universal Hospital Services Inc. received consents and tenders from holders of $235 million, or 90%, of its $260 million 10 1/8% senior notes due 2011 as of May 11, according to a company news release.

The company will execute a supplement indenture that will eliminate substantially all of the restrictive covenants, some affirmative covenants and selected events of default contained in the note indenture. The amendments will become operative once the tendered notes are accepted for purchase.

Universal Hospital began a consent solicitation and tender offer for the notes on April 30 and needed consents from holders of at least a majority of the outstanding notes.

The tender offer expires at 5 p.m. ET on May 29. Plans for the offer were announced on April 16.

For each $1,000 of notes tendered, holders will receive the present value of $1,050.63 - the amount payable on the notes' first call date on Nov. 1, 2007 - plus the present value of accrued interest to the first call date determined based on the yield to maturity of the 4¼% Treasury note due Oct. 31, 2007 and 50 basis points, minus accrued interest up to but excluding the settlement date.

The tender consideration will be determined at 2 p.m. ET on May 23.

The total tender consideration will include a consent payment of $30 per $1,000 principal amount of notes tendered by 5 p.m. ET on May 11, the consent deadline.

The consent solicitation and tender offer are being made in connection with Universal Hospital's definitive agreement to be acquired by affiliates of Bear Stearns Merchant Banking, the private equity affiliate of the Bear Stearns Cos., Inc., for about $712 million. The transaction is slated to close during the second quarter.

The Edina, Minn.-based medical equipment lifecycle services company is currently owned by management and by private equity firms J. W. Childs Associates and the Halifax Group.

Merrill Lynch & Co. (call collect 212 449-4914 or toll free 888 654-8637) is the dealer manager, and Global Bondholder Services Corp. (866 470-3700) is the information agent.

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