Dayton Superior: exchange for 13% notes won't be extended, considering alternatives for debt

By Susanna Moon

Chicago, April 9 - Dayton Superior Corp. said the private exchange offer for its 13% senior subordinated notes due 2009 and consent solicitation expires at 11:59 p.m. ET April 9 and will not be extended..

As of March 12, investors had tendered $9.6 million of the notes, unchanged from Feb. 11. The figure was $9.5 million on Jan. 7, $9.2 million on Nov. 25 and $63.7 million on Oct. 21.

The company is offering to exchange the notes in a private placement for an equal amount of newly issued senior secured notes due Sept. 30, 2014.

The new notes will bear annualized interest in cash at the greater of 12% and Libor plus 900 basis points or, at Dayton Superior's option, in kind at the greater of 12¾% and Libor plus 975 bps.

The company is also soliciting consents to amend the indenture to eliminate most of the restrictive covenants. Holders who tender their notes must also consent to the amendments.

The early consent deadline was July 25, 2008.

When the offer began, Dayton Superior said it is conditioned on holders of at least 95% of the notes tendering their notes by the early consent date.

In its 10-Q report for the third quarter, the company said the inability to complete the exchange offer prior to March or otherwise refinance the notes would likely force it to seek bankruptcy and could adversely affect its ability to continue as a going concern.

In an announcement Thursday, Dayton Superior said it continues to evaluate possible strategic alternatives, including the possible sale of the company or a controlling interest, and to consider options to refinance or otherwise restructure its debt.

It said it had amended its credit agreement, giving it more time to evaluate alternatives.

The company also warned that it may have to enter into a transaction that "substantially dilutes or eliminates" the value of its stock.

Dayton Superior is a Dayton, Ohio-based manufacturer and distributor of metal accessories and forms used in concrete construction and masonry construction.

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