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Published on 12/12/2006 in the Prospect News High Yield Daily.

Acument extends consent deadline, amends terms in tender offer for floaters

By Laura Lutz

Washington, Dec. 12 - Acument Global Technologies, Inc. (TFS Acquisition Corp.) announced new terms in its cash tender offer for all of its outstanding senior secured floating-rate notes due 2014. The company also extended the consent payment deadline for the offer.

The consent deadline was moved to 5 p.m. ET on Dec. 15 from Dec. 11. Before that, it was scheduled for Nov. 29 and Dec. 5.

The company is soliciting consents to amend the note indenture and to terminate the registration rights agreement related to the securities.

Under the new terms, holders who tender before the consent deadline will receive $1,040 per $1,000 principal amount of notes, which includes a consent payment of $40.00, up from $30.00 previously.

If the company receives tenders from a majority of noteholders by the consent deadline, $10.00 of the consent payment will be paid following the consent deadline, up from $5.00 before the terms were amended, with the remainder to be paid on the settlement date.

Notes tendered after the consent deadline will not receive the consent payment.

The company will also pay accrued interest for the notes.

The offer is scheduled to expire at 5 p.m. ET on Jan. 16.

Under the amended terms of the offer, if the company chooses to extend the expiration date of the offer past April 30, 2007, the interest rate on the notes will increase to Libor plus 800 basis points from Libor plus 750 bps.

In addition, at any time before 9 a.m. ET on June 1, 2007, the company may extend the expiration date to June 30, 2007 in exchange for a payment of $2.50 per $1,000 principal amount of the notes, payable to holders who submit tenders and consents before the consent deadline.

The expiration date may not be extended past June 30, 2007.

Acument said it is permitted to redeem all or a portion of the notes at any time prior to Dec. 29 for a redemption price of 102% plus accrued interest.

Proposed amendments to the indenture would eliminate most of the indenture's principal restrictive covenants and would amend certain other provisions contained in the indenture, including the company's obligation to offer to exchange the notes for publicly registered notes.

The offer is conditioned upon the receipt of proceeds from a new issue of debt securities or a new second-lien credit facility as well as the receipt of tenders from a majority of noteholders and the execution of a supplemental indenture.

Citigroup Corporate and Investment Banking is the dealer manager and solicitation agent (800 558-3745 or call collect 212 723-6106). Global Bondholder Services Corp. is the information agent (866 389-1500 or call collect 212430-3774).

Based in Troy, Mich., Acument provides fastening systems.


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