Thermadyne seeks consents to amend 9% notes to make restricted payment

By Susanna Moon

Chicago, Feb. 14 - Thermadyne Holdings Corp. said it began a consent solicitation to amend its 9% senior secured notes due 2017 to modify a covenant to provide for a $100 million restricted payments basket.

The proposed amendment would allow Thermadyne to make a distribution to its immediate parent company to allow it to repurchase its outstanding preferred shares, according to a company press release filed with the Securities and Exchange Commission.

Holders will receive a cash payment of $20 per $1,000 principal amount of notes for which consents are delivered by noon ET on Feb. 27, the expiration date. Holders must be of record as of Feb. 13.

The consent payment is conditioned on the company receiving enough consents to amend the notes and execute a supplemental indenture.

The company said it plans to issue additional notes in a private offering after the offer expires. If it fails to complete the offering for the purpose of making a cash distribution to Thermadyne's immediate parent company to allow it to repurchase its preferreds by 5 p.m. ET on the 45th day after the offer expires, the proposed amendment will not become effective any time thereafter and no consent payment will be paid.

i-Deal LLC (888 593-9546 or 212 849-5000) is the information agent. Jefferies & Co., Inc. (888 708-5831) and RBC Capital Markets, LLC (877 381-2099) are the solicitation agents.

Thermadyne is a St. Louis-based manufacturer and marketer of metal cutting and welding products and accessories.

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