Canadian Satellite Radio begins exchange offer for 12¾% notes

By Angela McDaniels

Tacoma, Wash., Feb. 25 - Canadian Satellite Radio Holdings Inc. began an exchange offer and consent solicitation for its $69.8 million principal amount of 12¾% senior notes due 2014, according to a company news release.

The company is offering new 9¾% senior notes due 2018 in exchange for the existing notes.

Canadian Satellite Radio will also conduct an offering of the new notes to accredited investors in Canada at a price to be agreed upon between the company and the purchasers. The concurrent offering is expected to close on the same day as the exchange offer.

In exchange for each $1,000 principal amount of notes tendered by the early tender date, holders will receive, at their election: (a) the Canadian dollar equivalent of $1,015 principal amount of new notes issued on the settlement date, (b) the Canadian dollar equivalent of $1,000 principal amount of new notes issued on the settlement date and a cash payment of the Canadian dollar equivalent of $7.50 on the fifth business day following each of the early tender date and the settlement date or (c) a cash payment on the settlement date equal to the Canadian dollar equivalent of $960.

In exchange for each $1,000 principal amount of notes tendered after the early tender date but prior to the new notes deadline, holders will receive, at their election: (a) the Canadian dollar equivalent of $1,000 principal amount of new notes issued on the settlement date or (b) a cash payment on the settlement date equal to the Canadian dollar equivalent of $960.

In exchange for each $1,000 principal amount of notes tendered after the new notes deadline but prior to offer expiration, holders will receive a cash payment on the settlement date equal to the Canadian dollar equivalent of $960.

The early tender date is 5 p.m. ET on March 11, and the new notes deadline is 5 p.m. ET on March 25.

The exchange offer will end at 5 p.m. ET on the third business day prior to the close of the merger between the company and Sirius Canada Inc.

Canadian Satellite Radio is soliciting consents to some proposed amendments to the note indenture. The adoption of the proposed amendments requires the consent of the holders of at least a majority of the outstanding notes held by persons other than the company and its affiliates.

The company said it reached lock-up agreements with the holders of $40.9 million principal amount of the notes. These holders agreed to exchange their notes for new notes by the early tender date.

The exchange agent is Equity Financial Trust Co. (416 361-0152, 866 393-4891 or corporateactions@equityfinancialtrust.com).

National Bank Financial Inc. and Canaccord Genuity Corp. are the bookrunners for the concurrent offering of notes.

Toronto-based Canadian Satellite Radio is the parent of XM Canada.

© 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.