Wind Acquisition Finance begins consent solicitation for 9¾%, 10¾% notes

By Angela McDaniels

Seattle, June 29 - Wind Acquisition Finance SA began soliciting waivers and consents to amend the indentures governing its €950 million of 9¾% senior notes due 2015 and $650 million of 10¾% senior notes due 2015 on Friday, according to a company news release.

The proposed waivers and amendments would allow Wind Telecomunicazioni SpA to enter new senior credit facilities, which would be used to refinance €5.0223 billion and $150 million principal amount of the company's existing senior credit facilities, to replace the €400 million committed revolving credit facility under the existing senior facilities, to refinance the outstanding €551.913 million and $180 million principal amount of the company's second-lien proceeds loan and to make a €1.95 billion distribution that would allow Wind Acquisition Holdings to repay its PIK loan facility.

The proposed waivers and amendments would also allow Wind Telecomunicazioni to sell all or part of its tower business. Wind Telecomunicazioni would then use the proceeds to repay senior debt or reinvest in the company's business.

Wind Acquisition Finance said noteholders who consent by the early consent deadline will receive a consent fee of $40.00 per $1,000 principal amount of 10¾% notes and €40.00 per $1,000 principal amount of 9¾% notes.

Those who deliver consents after the early consent deadline but by the consent solicitation expiration will receive $20.00 per $1,000 principal amount of 10¾% notes and €20.00 per $1,000 principal amount of 9¾% notes.

The early consent deadline is 11 a.m. ET on July 10, and the consent solicitation will expire at 11 a.m. ET on July 17.

The company needs consents from holders of a majority of the notes. If it receives the needed consents, it would have 90 days to complete the proposed refinancing transactions. The consent fee would not be paid until the refinancing transactions were completed.

Banca Imi SpA (3902 77512467), Citigroup Global Markets Ltd. (4420 7986 8969 or 212 723-6106), Credit Suisse (4420 7883 6748) and Morgan Stanley (4420 7677 5040 or 212 761-2219) are the solicitation agents. Lucid Issuer Services Ltd. (4420 7704 0880 or 866 401-1002) is the tabulation agent.

Wind Telecomunicazioni is a telecommunications company based in Rome.

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