Actuant gets needed consents for $250 million 6 7/8% notes due 2017

By Susanna Moon

Chicago, April 16 - Actuant Corp. said it received tenders for about 91.5% of its $250 million outstanding principal amount of 6 7/8% senior notes due 2017 as of the consent expiration at 5 p.m. ET on April 13.

As a result, the company planned to execute a supplemental indenture for the notes, which will eliminate most of the covenants and some default provisions, according to a press release.

The supplemental indenture will become operative when the company settles the early tendered notes, which was expected to occur on April 16.

As previously noted, the total purchase price will be $1,042.16 for each $1,000 principal amount, including a $30.00 premium for notes tendered by the consent deadline.

The tender offer will end at midnight ET on April 27. The offer began on April 2.

Holders who tender their notes after the consent solicitation will receive the base payment of $1,012.16 per $1,000 of notes.

The company also will pay accrued interest up to but excluding the payment date.

Tendered notes may no longer be withdrawn.

The adoption of the proposed amendments required the consent of the holders of at least a majority of the outstanding notes.

Holders who tender their notes are required to consent to the proposed amendments, and holders may not deliver consents to the proposed amendments without tendering their notes.

The tender offer and consent solicitation are conditioned on holders tendering at least a majority of the outstanding notes, the execution of a supplemental indenture and the issue of at least $250 million of senior notes.

Actuant priced an upsized $300 million issue of senior notes due June 15, 2022 at par to yield 5 5/8% on April 2.

Wells Fargo Securities (866 309-6316 or collect 704 715-8341), Bank of America Merrill Lynch (888 292-0070 or collect 980 387-3907) and J.P. Morgan Securities LLC (866 834-4666 or collect 212 834-3424) are the dealer managers and solicitation agents.

D.F. King & Co. (800 549-6746 or banks and brokers 212 269-5550) is the tender agent and information agent.

Actuant makes industrial products and systems and is based in Menomonee Falls, Wis.

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