Ainsworth Lumber announces tender offer for 11% notes due 2015

By Toni Weeks

San Diego, Nov. 9 - Ainsworth Lumber Co. Ltd. began a tender offer and consent solicitation for any and all of its $408,208,105 of 11% senior notes due 2015, according to a news release.

The company is seeking consents from noteholders to eliminate substantially all of the restrictive covenants and some event-of-default provisions in the indenture governing the notes.

The purchase price will be $1,002.50 per $1,000 principal amount, which includes a $30.00 consent payment for notes tendered by 5 p.m. ET on Nov. 26, the consent expiration.

The company will also paid accrued interest from the last interest payment date up to but not including the settlement date, which will be Nov. 27 for notes tendered by the consent expiration and Dec. 11 for notes tendered after that.

Holders may not tender their notes without delivering consents or vice versa.

The offer expires at 11:59 p.m. on Dec. 10.

The offer is subject to receipt of the needed consents and a financing condition. Ainsworth Lumber is expected to price a U.S. dollar-denominated offering of $350 million of bonds as well as a C$175 million offering of common shares in mid-November, the proceeds of which will be used to fund the tender offer and repay Ainsworth's outstanding senior secured term loan due June 2014.

Global Bondholder Services Corp. (866 488-1500 or collect 212 430-3774) is the depositary and information agent. Bank of America Merrill Lynch (888 292-0070 or collect 980 387-3907) is the sole dealer manager and solicitation agent.

Ainsworth is a Vancouver, B.C.-based manufacturer of engineered wood products.

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