Elan gets no more tenders after consent deadline for 8¾% notes

By Toni Weeks

San Diego, Oct. 23 - Elan Corp., plc said its wholly owned subsidiaries, Elan Finance plc and Elan Finance Corp., received no further tenders of their 8¾% senior notes due 2016 issued on Oct. 2, 2009 and 8¾% senior notes due 2016 issued Aug. 17, 2010, according to a press release.

The company previously announced that it received tenders and consents for $439.5 million principal amount, or 93.1%, of the $472.1 million of 8¾% senior notes due 2016 and $141.3 million principal amount, or about 92.69%, of the $152.4 million of 8¾% senior notes due 2016 by the consent deadline of 11:59 p.m. ET on Oct. 5.

Elan was seeking consents from holders representing a majority of the outstanding notes to amend the notes to eliminate or modify substantially all restrictive covenants and events of default. The company satisfied this condition, and the proposed amendments became effective on Oct. 9, when Elan paid about $659.5 million in cash to purchase the notes tendered by the consent deadline, including accrued interest up to but excluding the settlement date.

The tender offer, which began Sept. 24, expired at 11:59 p.m. ET on Oct. 22.

The issuers said they will redeem any notes that remain outstanding on Oct. 31. According to the release, about $32.6 million of notes issued in 2009 and about $11.1 million of the notes issued in 2010 remain outstanding. The redemption price will be 108.75% of par plus accrued interest to but excluding the redemption date.

As previously noted, the total purchase price in the tender offer was $1,093.34 per $1,000.00 principal amount of each series of notes tendered by the consent payment deadline, including a consent premium of $40.00 per $1,000.00 of notes.

The tender offer and consent solicitation were conditioned on a financing, with proceeds to be used to fund the offer. The companies priced an upsized $600 million issue of seven-year senior notes at par to yield 6¼% on Sept. 25, as reported by Prospect News.

Morgan Stanley (800 624-1808 or collect 212 761-1057) was the dealer manager for the tender offer and consent solicitation. D.F. King & Co., Inc. (800 431-9645 or banks and brokers 212 269-5550) was the information agent.

Elan is a neuroscience-based biotechnology company based in Dublin.

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