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Published on 12/17/2012 in the Prospect News High Yield Daily and Prospect News Liability Management Daily.

MetroPCS Wireless gets enough consents to amend 7 7/8%, 6 5/8% notes

By Toni Weeks

San Diego, Dec. 17 - MetroPCS Communications, Inc. said its indirect wholly owned subsidiary MetroPCS Wireless, Inc. received enough consents to amend the indentures governing its 7 7/8% senior notes due 2018 and its 6 5/8% senior notes due 2020. The consent solicitation ended at 5 p.m. ET on Dec. 14.

According to a press release, the supplemental indentures incorporating the amendments were executed on Dec. 14.

As previously reported, for each series of notes, the company paid a total consent fee of $5 million in cash to consenting holders on a pro rata basis upon the effectiveness of a revised supplemental indenture amending the notes.

The solicitation was in connection with the proposed merger with Deutsche Telekom AG, T-Mobile Global Zwischenholding GmbH, T-Mobile Global Holding GmbH and T-Mobile USA, Inc.

The company proposed to modify the definition of a "change of control" in each note series so that completion of the merger would not be considered a change of control, the release noted.

The amendments also conformed covenants, events of default and other non-economic terms to those that are expected to be sold by T-Mobile to Deutsche Telekom and to new notes that may be issued by the company and assumed by T-Mobile after the merger.

The execution of the revised supplemental indentures and payment of the consent fee was conditioned on obtaining consents from holders of at least a majority of both series of outstanding notes.

MacKenzie Partners, Inc. (800 322-2885) was the information and tabulation agent. J.P. Morgan Securities LLC (212 270-0733) was the solicitation agent.

Dallas-based MetroPCS is a wireless communications service provider.


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